{
  "cells": {
    "structuring:pp-conversion-domestication#AK.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(4)",
          "quote": "(4) “business corporation” means a corporation whose internal affairs are governed by AS 10.06 ;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.06.595 (Application of provisions)",
          "quote": "Sec. 10.06.595. Application of provisions. Except as provided by AS 10.55.201 (c)(1)(A) and 10.55.301(d), a corporation may enter into a merger, interest exchange, conversion, or domestication under AS 10.55 . AS 10.06.566 and 10.06.568 do not apply to mergers, interest exchanges, conversions, and domestications that are covered by AS 10.55 .",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_10_06_corporations_chapter.html",
          "source_sha256": "5518fa1bd061debe91424efc5f5a7f44e4d62af62fd6de8c4f4e8e51c833a704",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.06&secEnd=10.07"
        },
        {
          "pinpoint": "AS 10.06.544 (board approval and submission to outstanding shares)",
          "quote": "Sec. 10.06.544. Notice to and approval by shareholders. Upon approval by the board of each corporation of a plan of merger, consolidation, or exchange, each board shall, by resolution, direct that the plan be submitted for approval, at either an annual or special meeting, by the outstanding shares of each corporation. Written notice shall be given to each shareholder of record, whether or not the share or shares of the shareholder have voting rights under the articles of the corporation, not less than 20 days before the meeting, in the manner provided in this chapter for the giving of notice of meetings of shareholders. Whether the meeting is an annual or special meeting, the notice shall state that the purpose or one of the purposes of the meeting is to consider the proposed plan of merger, consolidation, or exchange. A copy or summary of the plan of merger, consolidation, or exchange, as well as a copy of AS 10.06.574 and 10.06.576, concerning the rights of a dissenting shareholder, shall be included with the notice.",
          "role": "organic_act_approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_10_06_corporations_chapter.html",
          "source_sha256": "5518fa1bd061debe91424efc5f5a7f44e4d62af62fd6de8c4f4e8e51c833a704",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.06&secEnd=10.07"
        },
        {
          "pinpoint": "AS 10.06.546 (two-thirds shareholder approval rule)",
          "quote": "Sec. 10.06.546. Manner of approval by shareholders. At each meeting for which notice is given under AS 10.06.544 a vote of the shareholders shall be taken on the proposed plan of merger, consolidation, or exchange. Each outstanding share of each corporation may vote on the proposed plan whether or not the share has voting rights under the articles of the corporation. The plan is approved if it receives the affirmative vote of at least two-thirds of the outstanding shares of each corporation. If a class of shares of a corporation is entitled to vote on the plan as a class, the plan is approved if it receives the affirmative vote of at least two-thirds of the outstanding shares of each class of shares entitled to vote on the plan as a class and the affirmative vote of at least two-thirds of the total shares entitled to vote on the plan. A class of shares of a corporation is entitled to vote as a class if a plan contains a provision that, if contained in a proposed amendment to the articles of incorporation, would entitle the class of shares to vote as a class and, in the case of an exchange, if the class is included in the exchange.",
          "role": "organic_act_approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_10_06_corporations_chapter.html",
          "source_sha256": "5518fa1bd061debe91424efc5f5a7f44e4d62af62fd6de8c4f4e8e51c833a704",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.06&secEnd=10.07"
        },
        {
          "pinpoint": "AS 10.55.503(a) (approval of domestication)",
          "quote": "(a) A plan of domestication is not effective unless it has been approved (1) by a domestic domesticating entity (A) in accordance with the requirements, if any, in the domestic domesticating entity's organic rules for approval of a domestication; (B) if the domestic domesticating entity's organic rules do not provide for approval of a domestication, in accordance with the requirements, if any, in its organic law and organic rules for approval of (i) in the case of an entity that is not a business corporation, a merger, as if the domestication were a merger; or (ii) in the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the domestication were that type of merger; or (C) if neither the domestic domesticating entity's organic law nor organic rules provide for approval of a domestication or a merger described in (B)(ii) of this paragraph, by all of the interest holders of the entity entitled to vote on or consent to any matter; and (2) in a record, by each interest holder of a domestic domesticating entity that will have interest-holder liability for liabilities that arise after the domestication becomes effective, unless, in the case of an entity that is not a business corporation or nonprofit corporation, (A) the organic rules of the entity in a record provide for the approval of a domestication or merger in which some or all of the entity's interest holders become subject to interest-holder liability by the vote or consent of fewer than all of the interest holders; and (B) the interest holder voted for or consented in a record to that provision of the organic rules or became an interest holder after the adoption of that provision.",
          "role": "domestication_approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Alaska's hierarchy uses corporate organic rules and law; the merger analogue requires board submission and at least two-thirds of outstanding shares, plus recorded consent for new owner liability.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.403(a) (complete domestic conversion-approval subsection)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A plan of conversion is not effective unless it has been approved (1) by a domestic converting entity (A) in accordance with the requirements, if any, in the converted entity's organic rules for approval of a conversion; (B) if the converted entity's organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in the converted entity's organic law and organic rules for approval of, (i) in the case of an entity that is not a business corporation, a merger, as if the conversion were a merger; or (ii) in the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; or (C) if neither its organic law nor organic rules provide for approval of a conversion or a merger described in (B)(ii) of this paragraph, by all of the interest holders of the entity entitled to vote on or consent to any matter; and (2) in a record, by each interest holder of a domestic converting entity that will have interest-holder liability for liabilities that arise after the conversion becomes effective, unless, in the case of an entity that is not a business or nonprofit corporation, (A) the organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of the entity's interest holders become subject to interest-holder liability by the vote or consent of fewer than all of the interest holders; and (B) the interest holder voted for or consented in a record to that provision of the organic rules or became an interest holder after the adoption of that provision.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(4)",
          "quote": "(4) “business corporation” means a corporation whose internal affairs are governed by AS 10.06 ;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.06.595 (Application of provisions)",
          "quote": "Sec. 10.06.595. Application of provisions. Except as provided by AS 10.55.201 (c)(1)(A) and 10.55.301(d), a corporation may enter into a merger, interest exchange, conversion, or domestication under AS 10.55 . AS 10.06.566 and 10.06.568 do not apply to mergers, interest exchanges, conversions, and domestications that are covered by AS 10.55 .",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_10_06_corporations_chapter.html",
          "source_sha256": "5518fa1bd061debe91424efc5f5a7f44e4d62af62fd6de8c4f4e8e51c833a704",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.06&secEnd=10.07"
        },
        {
          "pinpoint": "AS 10.55.506(a) (effects of domestication)",
          "quote": "(a) When a domestication becomes effective, (1) the domesticated entity is (A) organized under and subject to the organic law of the domesticated entity; and (B) the same entity without interruption as the domesticating entity; (2) all property of the domesticating entity continues to be vested in the domesticated entity without assignment, reversion, or impairment; (3) all liabilities of the domesticating entity continue as liabilities of the domesticated entity; (4) except as provided by law other than this chapter or the plan of domestication, all of the rights, privileges, immunities, powers, and purposes of the domesticating entity remain in the domesticated entity; (5) the name of the domesticated entity may be substituted for the name of the domesticating entity in any pending action or proceeding; (6) if the domesticated entity is a filing entity, the domesticated entity's public organic document is effective and is binding on its interest holders; (7) if the domesticated entity is a limited liability partnership, the domesticated entity's statement of qualification is effective simultaneously; (8) the private organic rules of the domesticated entity that are to be in a record, if any, approved as part of the plan of domestication are effective and are binding on and enforceable by (A) the domesticated entity's interest holders; and (B) in the case of a domesticated entity that is not a business corporation or nonprofit corporation, any other person that is a party to an agreement that is part of the domesticated entity's private organic rules; and (9) the interests in the domesticating entity are converted to the extent and as approved in connection with the domestication, and the interest holders of the domesticating entity are entitled only to the rights provided to them under the plan of domestication and to any dissenters' rights they have under AS 10.55.109 and the domesticating entity's organic law.",
          "role": "domestication_continuity",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion and domestication continue the same entity without interruption; property and liabilities continue, and the continued name may replace the prior name in pending proceedings.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.406(a) (complete conversion-effects subsection)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective, (1) the converted entity is (A) organized under and subject to the organic law of the converted entity; and (B) the same entity without interruption as the converting entity; (2) all property of the converting entity continues to be vested in the converted entity without assignment, reversion, or impairment; (3) all liabilities of the converting entity continue as liabilities of the converted entity; (4) except as provided by law other than this chapter or the plan of conversion, all of the rights, privileges, immunities, powers, and purposes of the converting entity remain in the converted entity; (5) the name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) if a converted entity is a filing entity, the converted entity's public organic document is effective and is binding on its interest holders; (7) if the converted entity is a limited liability partnership, the converted entity's statement of qualification is effective simultaneously; (8) the private organic rules of the converted entity that are to be in a record, if any, approved as part of the plan of conversion are effective and are binding on and enforceable by (A) the converted entity's interest holders; and (B) in the case of a converted entity that is not a business corporation or nonprofit corporation, any other person that is a party to an agreement that is part of the entity's private organic rules; and (9) the interests in the converting entity are converted, and the interest holders of the converting entity are entitled only to the rights provided to them under the plan of conversion and to any dissenters' rights they have under AS 10.55.109 and the converting entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.corp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(4)",
          "quote": "(4) “business corporation” means a corporation whose internal affairs are governed by AS 10.06 ;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.06.595 (Application of provisions)",
          "quote": "Sec. 10.06.595. Application of provisions. Except as provided by AS 10.55.201 (c)(1)(A) and 10.55.301(d), a corporation may enter into a merger, interest exchange, conversion, or domestication under AS 10.55 . AS 10.06.566 and 10.06.568 do not apply to mergers, interest exchanges, conversions, and domestications that are covered by AS 10.55 .",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_10_06_corporations_chapter.html",
          "source_sha256": "5518fa1bd061debe91424efc5f5a7f44e4d62af62fd6de8c4f4e8e51c833a704",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.06&secEnd=10.07"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign entity may convert into an Alaska business corporation of a different type if its home-jurisdiction law authorizes the conversion and AS 10.55 is followed.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.401(b) (inbound conversion authorization)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.55.401. Conversion authorized. (a) Except as otherwise provided in this section, by complying with AS 10.55.401 — 10.55.406, a domestic entity may become (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of AS 10.55.401 — 10.55.406 applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of organization. (c) Unless the provision is amended after July 1, 2014, if a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a conversion, the provision applies to a conversion of the entity as if the conversion were a merger.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(4)",
          "quote": "(4) “business corporation” means a corporation whose internal affairs are governed by AS 10.06 ;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.06.595 (Application of provisions)",
          "quote": "Sec. 10.06.595. Application of provisions. Except as provided by AS 10.55.201 (c)(1)(A) and 10.55.301(d), a corporation may enter into a merger, interest exchange, conversion, or domestication under AS 10.55 . AS 10.06.566 and 10.06.568 do not apply to mergers, interest exchanges, conversions, and domestications that are covered by AS 10.55 .",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_10_06_corporations_chapter.html",
          "source_sha256": "5518fa1bd061debe91424efc5f5a7f44e4d62af62fd6de8c4f4e8e51c833a704",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.06&secEnd=10.07"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Alaska business corporation may convert to a different domestic entity type, or to a different foreign type if the foreign jurisdiction authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.401(a) (outbound conversion authorization)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.55.401. Conversion authorized. (a) Except as otherwise provided in this section, by complying with AS 10.55.401 — 10.55.406, a domestic entity may become (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of AS 10.55.401 — 10.55.406 applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of organization. (c) Unless the provision is amended after July 1, 2014, if a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a conversion, the provision applies to a conversion of the entity as if the conversion were a merger.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(4)",
          "quote": "(4) “business corporation” means a corporation whose internal affairs are governed by AS 10.06 ;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.06.595 (Application of provisions)",
          "quote": "Sec. 10.06.595. Application of provisions. Except as provided by AS 10.55.201 (c)(1)(A) and 10.55.301(d), a corporation may enter into a merger, interest exchange, conversion, or domestication under AS 10.55 . AS 10.06.566 and 10.06.568 do not apply to mergers, interest exchanges, conversions, and domestications that are covered by AS 10.55 .",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_10_06_corporations_chapter.html",
          "source_sha256": "5518fa1bd061debe91424efc5f5a7f44e4d62af62fd6de8c4f4e8e51c833a704",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.06&secEnd=10.07"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign business corporation may domesticate into Alaska as the same entity type if its home-jurisdiction law authorizes the move and AS 10.55 is followed.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.501(b) (inbound domestication authorization)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.55.501. Domestication authorized. (a) Except as otherwise provided in this section, by complying with AS 10.55.501 — 10.55.506, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of AS 10.55.501 — 10.55.506 applicable to foreign entities, a foreign entity may become a domestic entity of the same type in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of organization. (c) Unless the provision is amended after July 1, 2014, if a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a domestication, the provision applies to a domestication of the entity as if the domestication were a merger.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(4)",
          "quote": "(4) “business corporation” means a corporation whose internal affairs are governed by AS 10.06 ;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.06.595 (Application of provisions)",
          "quote": "Sec. 10.06.595. Application of provisions. Except as provided by AS 10.55.201 (c)(1)(A) and 10.55.301(d), a corporation may enter into a merger, interest exchange, conversion, or domestication under AS 10.55 . AS 10.06.566 and 10.06.568 do not apply to mergers, interest exchanges, conversions, and domestications that are covered by AS 10.55 .",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_10_06_corporations_chapter.html",
          "source_sha256": "5518fa1bd061debe91424efc5f5a7f44e4d62af62fd6de8c4f4e8e51c833a704",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.06&secEnd=10.07"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Alaska business corporation may domesticate to a foreign jurisdiction as the same entity type if that jurisdiction authorizes the move and AS 10.55 is followed.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.501(a) (outbound domestication authorization)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.55.501. Domestication authorized. (a) Except as otherwise provided in this section, by complying with AS 10.55.501 — 10.55.506, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of AS 10.55.501 — 10.55.506 applicable to foreign entities, a foreign entity may become a domestic entity of the same type in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of organization. (c) Unless the provision is amended after July 1, 2014, if a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a domestication, the provision applies to a domestication of the entity as if the domestication were a merger.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(4)",
          "quote": "(4) “business corporation” means a corporation whose internal affairs are governed by AS 10.06 ;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.06.595 (Application of provisions)",
          "quote": "Sec. 10.06.595. Application of provisions. Except as provided by AS 10.55.201 (c)(1)(A) and 10.55.301(d), a corporation may enter into a merger, interest exchange, conversion, or domestication under AS 10.55 . AS 10.06.566 and 10.06.568 do not apply to mergers, interest exchanges, conversions, and domestications that are covered by AS 10.55 .",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_10_06_corporations_chapter.html",
          "source_sha256": "5518fa1bd061debe91424efc5f5a7f44e4d62af62fd6de8c4f4e8e51c833a704",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.06&secEnd=10.07"
        },
        {
          "pinpoint": "AS 10.55.110 (excluded entities)",
          "quote": "Sec. 10.55.110. Excluded entities and transactions. The following entities may not participate in a transaction under this chapter: (1) a financial institution; in this paragraph, “financial institution” has the meaning given in AS 06.01.050 ; (2) an insurer regulated by AS 21 , including a fraternal benefit society regulated under AS 21.84 ; (3) a business and industrial development corporation under AS 10.10 ; (4) a BIDCO under AS 10.13 ; (5) a cooperative under AS 10.15 ; (6) a cooperative under AS 10.25 (Electric and Telephone Cooperative Act); (7) a public corporation; or (8) a municipality.",
          "role": "transaction_exclusions",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The AS 10.55 entity definition supplies the different entity types that may convert into an Alaska business corporation; AS 10.55.110 excludes specified regulated and public entities.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.401(a)-(b), AS 10.55.901(14), and AS 10.55.110",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(14) “entity” means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person that has a separate legal existence or has the power to acquire an interest in real property in its own name, other than (i) an individual; (ii) a testamentary, inter vivos, or charitable trust, with the exception of a trust that carries on a business; (iii) an association or relationship that is not a partnership solely by reason of AS 32.06.202 (c) (Uniform Partnership Act) or a similar provision of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency, or instrumentality, or a quasi-governmental instrumentality;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(4)",
          "quote": "(4) “business corporation” means a corporation whose internal affairs are governed by AS 10.06 ;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.06.595 (Application of provisions)",
          "quote": "Sec. 10.06.595. Application of provisions. Except as provided by AS 10.55.201 (c)(1)(A) and 10.55.301(d), a corporation may enter into a merger, interest exchange, conversion, or domestication under AS 10.55 . AS 10.06.566 and 10.06.568 do not apply to mergers, interest exchanges, conversions, and domestications that are covered by AS 10.55 .",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_10_06_corporations_chapter.html",
          "source_sha256": "5518fa1bd061debe91424efc5f5a7f44e4d62af62fd6de8c4f4e8e51c833a704",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.06&secEnd=10.07"
        },
        {
          "pinpoint": "AS 10.55.110 (excluded entities)",
          "quote": "Sec. 10.55.110. Excluded entities and transactions. The following entities may not participate in a transaction under this chapter: (1) a financial institution; in this paragraph, “financial institution” has the meaning given in AS 06.01.050 ; (2) an insurer regulated by AS 21 , including a fraternal benefit society regulated under AS 21.84 ; (3) a business and industrial development corporation under AS 10.10 ; (4) a BIDCO under AS 10.13 ; (5) a cooperative under AS 10.15 ; (6) a cooperative under AS 10.25 (Electric and Telephone Cooperative Act); (7) a public corporation; or (8) a municipality.",
          "role": "transaction_exclusions",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The AS 10.55 entity definition supplies the different entity types that may result from an Alaska business corporation; AS 10.55.110 excludes specified regulated and public entities.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.401(a)-(b), AS 10.55.901(14), and AS 10.55.110",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(14) “entity” means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person that has a separate legal existence or has the power to acquire an interest in real property in its own name, other than (i) an individual; (ii) a testamentary, inter vivos, or charitable trust, with the exception of a trust that carries on a business; (iii) an association or relationship that is not a partnership solely by reason of AS 32.06.202 (c) (Uniform Partnership Act) or a similar provision of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency, or instrumentality, or a quasi-governmental instrumentality;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.corp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(4)",
          "quote": "(4) “business corporation” means a corporation whose internal affairs are governed by AS 10.06 ;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.06.595 (Application of provisions)",
          "quote": "Sec. 10.06.595. Application of provisions. Except as provided by AS 10.55.201 (c)(1)(A) and 10.55.301(d), a corporation may enter into a merger, interest exchange, conversion, or domestication under AS 10.55 . AS 10.06.566 and 10.06.568 do not apply to mergers, interest exchanges, conversions, and domestications that are covered by AS 10.55 .",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_10_06_corporations_chapter.html",
          "source_sha256": "5518fa1bd061debe91424efc5f5a7f44e4d62af62fd6de8c4f4e8e51c833a704",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.06&secEnd=10.07"
        },
        {
          "pinpoint": "AS 10.55.603(c)(5), (7) (fee-bearing filed documents)",
          "quote": "Sec. 10.55.603. Filing, service, and copying fees. (a) The department shall collect a fee each time process is served on the commissioner under this chapter. The party to a proceeding causing service of process may recover this fee as costs if the party prevails in the proceeding. (b) The department shall collect the fees for copying and certifying the copy of any document filed under this chapter for copying and for the certificate. (c) The department shall collect fees when the following documents are delivered for filing: (1) statement of merger; (2) statement of abandonment of merger; (3) statement of interest exchange; (4) statement of abandonment of interest exchange; (5) statement of conversion; (6) statement of abandonment of conversion; (7) statement of domestication; (8) statement of abandonment of domestication. (d) The department shall establish by regulation under AS 44.62 (Administrative Procedure Act) the amount of the fees to be collected under this section.",
          "role": "statutory_fee_authority",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filing-fee locator for statements of conversion and domestication is 3 AAC 16.140(5) and (7).",
      "fetch_event_id": null,
      "pinpoint": "3 AAC 16.140(5), (7) (fees for filing under AS 10.55)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "3 AAC 16.140. Fees and charges for filing under AS 10.55 . The nonrefundable fee for filing a (1) statement of merger is $25; (2) statement of abandonment of merger is $25; (3) statement of interest exchange is $25; (4) statement of abandonment of interest exchange is $25; (5) statement of conversion is $25; (6) statement of abandonment of conversion is $25; (7) statement of domestication is $25; (8) statement of abandonment of domestication is $25.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/981a7eaa06419f8ef40f95395e9dbf26e397cc94de41d664149ed273962799df.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "981a7eaa06419f8ef40f95395e9dbf26e397cc94de41d664149ed273962799df",
      "source_url": "https://www.akleg.gov/basis/aac.asp?media=print&secStart=3.16&secEnd=3.16",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(4)",
          "quote": "(4) “business corporation” means a corporation whose internal affairs are governed by AS 10.06 ;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.06.595 (Application of provisions)",
          "quote": "Sec. 10.06.595. Application of provisions. Except as provided by AS 10.55.201 (c)(1)(A) and 10.55.301(d), a corporation may enter into a merger, interest exchange, conversion, or domestication under AS 10.55 . AS 10.06.566 and 10.06.568 do not apply to mergers, interest exchanges, conversions, and domestications that are covered by AS 10.55 .",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_10_06_corporations_chapter.html",
          "source_sha256": "5518fa1bd061debe91424efc5f5a7f44e4d62af62fd6de8c4f4e8e51c833a704",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.06&secEnd=10.07"
        },
        {
          "pinpoint": "AS 10.55.505(a)-(f) (statement or plan of domestication)",
          "quote": "Sec. 10.55.505. Statement of domestication; effective date. (a) A statement of domestication shall be signed on behalf of the domesticating entity and filed with the department. (b) A statement of domestication must contain (1) the name, jurisdiction of organization, and type of the domesticating entity; (2) the name and jurisdiction of organization of the domesticated entity; (3) if the statement of domestication is not to be effective upon filing, the later date and time on which it will become effective, which may not be more than 90 days after the date of filing; (4) if the domesticating entity is a (A) domestic entity, a statement that the plan of domestication was approved in accordance with AS 10.55.501 — 10.55.506; or (B) foreign entity, a statement that the domestication was approved in accordance with the law of its jurisdiction of organization; (5) if the domesticated entity is a domestic filing entity, the domesticated entity's public organic document, as an attachment; (6) if the domesticated entity is a domestic limited liability partnership, the domesticated entity's statement of qualification, as an attachment; and (7) if the domesticated entity is a foreign entity that is not a qualified foreign entity, a mailing address to which the department may send any process served on the commissioner under AS 10.55.506 (e). (c) In addition to the requirements of (b) of this section, a statement of domestication may contain any other provision not prohibited by law. (d) If the domesticated entity is a domestic entity, the domesticated entity's public organic document, if any, must satisfy the requirements of the law of this state, except that it does not need to be signed and may omit any provision that is not required to be included in a restatement of the public organic document. (e) A plan of domestication that is signed on behalf of a domestic domesticating entity and meets all of the requirements of (b) of this section may be filed with the department instead of a statement of domestication and, on filing, has the same effect as a statement of domestication. If a plan of domestication is filed as provided in this subsection, references in this chapter to a statement of domestication refer to the plan of domestication filed under this subsection. (f) A statement of domestication becomes effective on the date and time of filing or the later date and time specified in the statement of domestication.",
          "role": "domestication_instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filing instrument is a statement of conversion or domestication; a compliant signed plan may be filed instead and has the same effect.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.405(a)-(f) (statement or plan of conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.55.405. Statement of conversion; effective date. (a) A statement of conversion shall be signed on behalf of the converting entity and filed with the department. (b) A statement of conversion must contain (1) the name, jurisdiction of organization, and type of the converting entity; (2) the name, jurisdiction of organization, and type of the converted entity; (3) if the statement of conversion is not to be effective upon filing, the later date and time on which it will become effective, which may not be more than 90 days after the date of filing; (4) if the converting entity is a (A) domestic entity, a statement that the plan of conversion was approved in accordance with AS 10.55.401 — 10.55.406; or (B) foreign entity, a statement that the conversion was approved by the foreign converting entity in accordance with the law of its jurisdiction of organization; (5) if the converted entity is a domestic filing entity, the text of the converted entity's public organic document, as an attachment; (6) if the converted entity is a domestic limited liability partnership, the text of the converted entity's statement of qualification, as an attachment; and (7) if the converted entity is a foreign entity that is not a qualified foreign entity, a mailing address to which the department may send any process served on the commissioner under AS 10.55.406 (e). (c) In addition to the requirements of (b) of this section, a statement of conversion may contain any other provision not prohibited by law. (d) If the converted entity is a domestic entity, the converted entity's public organic document, if any, must satisfy the requirements of the law of this state, except that it does not need to be signed and may omit any provision that is not required to be included in a restatement of the public organic document. (e) A plan of conversion that is signed on behalf of a domestic converting entity and meets all of the requirements of (b) of this section may be filed with the department instead of a statement of conversion and, on filing, has the same effect as a statement of conversion. If a plan of conversion is filed as provided in this subsection, references in this chapter to a statement of conversion refer to the plan of conversion filed under this subsection. (f) A statement of conversion becomes effective on the date and time of filing or the later date and time specified in the statement of conversion under (b)(3) of this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(4)",
          "quote": "(4) “business corporation” means a corporation whose internal affairs are governed by AS 10.06 ;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.06.595 (Application of provisions)",
          "quote": "Sec. 10.06.595. Application of provisions. Except as provided by AS 10.55.201 (c)(1)(A) and 10.55.301(d), a corporation may enter into a merger, interest exchange, conversion, or domestication under AS 10.55 . AS 10.06.566 and 10.06.568 do not apply to mergers, interest exchanges, conversions, and domestications that are covered by AS 10.55 .",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_10_06_corporations_chapter.html",
          "source_sha256": "5518fa1bd061debe91424efc5f5a7f44e4d62af62fd6de8c4f4e8e51c833a704",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.06&secEnd=10.07"
        },
        {
          "pinpoint": "AS 10.55.501(a)-(b) (paired-jurisdiction condition for domestication)",
          "quote": "Sec. 10.55.501. Domestication authorized. (a) Except as otherwise provided in this section, by complying with AS 10.55.501 — 10.55.506, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of AS 10.55.501 — 10.55.506 applicable to foreign entities, a foreign entity may become a domestic entity of the same type in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of organization. (c) Unless the provision is amended after July 1, 2014, if a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a domestication, the provision applies to a domestication of the entity as if the domestication were a merger.",
          "role": "domestication_paired_jurisdiction_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "For a cross-jurisdiction conversion or domestication, Alaska requires the foreign jurisdiction's law to authorize the transaction.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.401(a)(2), (b) (paired-jurisdiction conversion authorization)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.55.401. Conversion authorized. (a) Except as otherwise provided in this section, by complying with AS 10.55.401 — 10.55.406, a domestic entity may become (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of AS 10.55.401 — 10.55.406 applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of organization. (c) Unless the provision is amended after July 1, 2014, if a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a conversion, the provision applies to a conversion of the entity as if the conversion were a merger.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.corp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(4)",
          "quote": "(4) “business corporation” means a corporation whose internal affairs are governed by AS 10.06 ;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.06.595 (Application of provisions)",
          "quote": "Sec. 10.06.595. Application of provisions. Except as provided by AS 10.55.201 (c)(1)(A) and 10.55.301(d), a corporation may enter into a merger, interest exchange, conversion, or domestication under AS 10.55 . AS 10.06.566 and 10.06.568 do not apply to mergers, interest exchanges, conversions, and domestications that are covered by AS 10.55 .",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_10_06_corporations_chapter.html",
          "source_sha256": "5518fa1bd061debe91424efc5f5a7f44e4d62af62fd6de8c4f4e8e51c833a704",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.06&secEnd=10.07"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Alaska uses the statutory term “domestication” for a same-entity continuation into another jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.901(12) (definition of domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“domestication” means a transaction authorized by AS 10.55.501 — 10.55.506;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition was stated in the complete Alaska conversion and domestication provisions searched.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(E)",
          "quote": "(E) a limited liability company;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.50.580 (Other transactions)",
          "quote": "Sec. 10.50.580. Other transactions. Under AS 10.55 (Alaska Entity Transactions Act), a limited liability company may enter into mergers, interest exchanges, conversions, and domestications that are not covered by AS 10.50.500 — 10.50.565.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945.html",
          "source_sha256": "86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.50&secEnd=10.50"
        },
        {
          "pinpoint": "AS 10.50.510(a) (LLC merger approval used by AS 10.55 approval hierarchy)",
          "quote": "Sec. 10.50.510. Approval or abandonment of merger or consolidation. (a) Unless otherwise provided in an operating agreement of the company, a limited liability company may not approve a proposed merger or consolidation unless the merger or consolidation is approved by all of the members of the company. (b) A foreign limited liability company that is a party to a proposed merger or consolidation may not approve the merger or consolidation unless the merger or consolidation is approved in the manner and by the vote required by the law applicable to the foreign limited liability company. (c) A party to a merger or consolidation under this chapter may abandon the merger or consolidation as provided in the merger or consolidation agreement.",
          "role": "organic_act_approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945.html",
          "source_sha256": "86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.50&secEnd=10.50"
        },
        {
          "pinpoint": "AS 10.55.503(a) (approval of domestication)",
          "quote": "(a) A plan of domestication is not effective unless it has been approved (1) by a domestic domesticating entity (A) in accordance with the requirements, if any, in the domestic domesticating entity's organic rules for approval of a domestication; (B) if the domestic domesticating entity's organic rules do not provide for approval of a domestication, in accordance with the requirements, if any, in its organic law and organic rules for approval of (i) in the case of an entity that is not a business corporation, a merger, as if the domestication were a merger; or (ii) in the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the domestication were that type of merger; or (C) if neither the domestic domesticating entity's organic law nor organic rules provide for approval of a domestication or a merger described in (B)(ii) of this paragraph, by all of the interest holders of the entity entitled to vote on or consent to any matter; and (2) in a record, by each interest holder of a domestic domesticating entity that will have interest-holder liability for liabilities that arise after the domestication becomes effective, unless, in the case of an entity that is not a business corporation or nonprofit corporation, (A) the organic rules of the entity in a record provide for the approval of a domestication or merger in which some or all of the entity's interest holders become subject to interest-holder liability by the vote or consent of fewer than all of the interest holders; and (B) the interest holder voted for or consented in a record to that provision of the organic rules or became an interest holder after the adoption of that provision.",
          "role": "domestication_approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Alaska's hierarchy uses the operating agreement first, then the LLC merger rule (all members unless the agreement provides otherwise), with separate recorded consent for new owner liability.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.403(a) (complete domestic conversion-approval subsection)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A plan of conversion is not effective unless it has been approved (1) by a domestic converting entity (A) in accordance with the requirements, if any, in the converted entity's organic rules for approval of a conversion; (B) if the converted entity's organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in the converted entity's organic law and organic rules for approval of, (i) in the case of an entity that is not a business corporation, a merger, as if the conversion were a merger; or (ii) in the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; or (C) if neither its organic law nor organic rules provide for approval of a conversion or a merger described in (B)(ii) of this paragraph, by all of the interest holders of the entity entitled to vote on or consent to any matter; and (2) in a record, by each interest holder of a domestic converting entity that will have interest-holder liability for liabilities that arise after the conversion becomes effective, unless, in the case of an entity that is not a business or nonprofit corporation, (A) the organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of the entity's interest holders become subject to interest-holder liability by the vote or consent of fewer than all of the interest holders; and (B) the interest holder voted for or consented in a record to that provision of the organic rules or became an interest holder after the adoption of that provision.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(E)",
          "quote": "(E) a limited liability company;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.50.580 (Other transactions)",
          "quote": "Sec. 10.50.580. Other transactions. Under AS 10.55 (Alaska Entity Transactions Act), a limited liability company may enter into mergers, interest exchanges, conversions, and domestications that are not covered by AS 10.50.500 — 10.50.565.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945.html",
          "source_sha256": "86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.50&secEnd=10.50"
        },
        {
          "pinpoint": "AS 10.55.506(a) (effects of domestication)",
          "quote": "(a) When a domestication becomes effective, (1) the domesticated entity is (A) organized under and subject to the organic law of the domesticated entity; and (B) the same entity without interruption as the domesticating entity; (2) all property of the domesticating entity continues to be vested in the domesticated entity without assignment, reversion, or impairment; (3) all liabilities of the domesticating entity continue as liabilities of the domesticated entity; (4) except as provided by law other than this chapter or the plan of domestication, all of the rights, privileges, immunities, powers, and purposes of the domesticating entity remain in the domesticated entity; (5) the name of the domesticated entity may be substituted for the name of the domesticating entity in any pending action or proceeding; (6) if the domesticated entity is a filing entity, the domesticated entity's public organic document is effective and is binding on its interest holders; (7) if the domesticated entity is a limited liability partnership, the domesticated entity's statement of qualification is effective simultaneously; (8) the private organic rules of the domesticated entity that are to be in a record, if any, approved as part of the plan of domestication are effective and are binding on and enforceable by (A) the domesticated entity's interest holders; and (B) in the case of a domesticated entity that is not a business corporation or nonprofit corporation, any other person that is a party to an agreement that is part of the domesticated entity's private organic rules; and (9) the interests in the domesticating entity are converted to the extent and as approved in connection with the domestication, and the interest holders of the domesticating entity are entitled only to the rights provided to them under the plan of domestication and to any dissenters' rights they have under AS 10.55.109 and the domesticating entity's organic law.",
          "role": "domestication_continuity",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion and domestication continue the same entity without interruption; property and liabilities continue, and the continued name may replace the prior name in pending proceedings.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.406(a) (complete conversion-effects subsection)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective, (1) the converted entity is (A) organized under and subject to the organic law of the converted entity; and (B) the same entity without interruption as the converting entity; (2) all property of the converting entity continues to be vested in the converted entity without assignment, reversion, or impairment; (3) all liabilities of the converting entity continue as liabilities of the converted entity; (4) except as provided by law other than this chapter or the plan of conversion, all of the rights, privileges, immunities, powers, and purposes of the converting entity remain in the converted entity; (5) the name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) if a converted entity is a filing entity, the converted entity's public organic document is effective and is binding on its interest holders; (7) if the converted entity is a limited liability partnership, the converted entity's statement of qualification is effective simultaneously; (8) the private organic rules of the converted entity that are to be in a record, if any, approved as part of the plan of conversion are effective and are binding on and enforceable by (A) the converted entity's interest holders; and (B) in the case of a converted entity that is not a business corporation or nonprofit corporation, any other person that is a party to an agreement that is part of the entity's private organic rules; and (9) the interests in the converting entity are converted, and the interest holders of the converting entity are entitled only to the rights provided to them under the plan of conversion and to any dissenters' rights they have under AS 10.55.109 and the converting entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.llc.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(E)",
          "quote": "(E) a limited liability company;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.50.580 (Other transactions)",
          "quote": "Sec. 10.50.580. Other transactions. Under AS 10.55 (Alaska Entity Transactions Act), a limited liability company may enter into mergers, interest exchanges, conversions, and domestications that are not covered by AS 10.50.500 — 10.50.565.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945.html",
          "source_sha256": "86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.50&secEnd=10.50"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign entity may convert into an Alaska limited liability company of a different type if its home-jurisdiction law authorizes the conversion and AS 10.55 is followed.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.401(b) (inbound conversion authorization)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.55.401. Conversion authorized. (a) Except as otherwise provided in this section, by complying with AS 10.55.401 — 10.55.406, a domestic entity may become (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of AS 10.55.401 — 10.55.406 applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of organization. (c) Unless the provision is amended after July 1, 2014, if a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a conversion, the provision applies to a conversion of the entity as if the conversion were a merger.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.llc.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(E)",
          "quote": "(E) a limited liability company;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.50.580 (Other transactions)",
          "quote": "Sec. 10.50.580. Other transactions. Under AS 10.55 (Alaska Entity Transactions Act), a limited liability company may enter into mergers, interest exchanges, conversions, and domestications that are not covered by AS 10.50.500 — 10.50.565.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945.html",
          "source_sha256": "86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.50&secEnd=10.50"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Alaska limited liability company may convert to a different domestic entity type, or to a different foreign type if the foreign jurisdiction authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.401(a) (outbound conversion authorization)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.55.401. Conversion authorized. (a) Except as otherwise provided in this section, by complying with AS 10.55.401 — 10.55.406, a domestic entity may become (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of AS 10.55.401 — 10.55.406 applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of organization. (c) Unless the provision is amended after July 1, 2014, if a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a conversion, the provision applies to a conversion of the entity as if the conversion were a merger.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.llc.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(E)",
          "quote": "(E) a limited liability company;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.50.580 (Other transactions)",
          "quote": "Sec. 10.50.580. Other transactions. Under AS 10.55 (Alaska Entity Transactions Act), a limited liability company may enter into mergers, interest exchanges, conversions, and domestications that are not covered by AS 10.50.500 — 10.50.565.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945.html",
          "source_sha256": "86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.50&secEnd=10.50"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign limited liability company may domesticate into Alaska as the same entity type if its home-jurisdiction law authorizes the move and AS 10.55 is followed.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.501(b) (inbound domestication authorization)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.55.501. Domestication authorized. (a) Except as otherwise provided in this section, by complying with AS 10.55.501 — 10.55.506, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of AS 10.55.501 — 10.55.506 applicable to foreign entities, a foreign entity may become a domestic entity of the same type in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of organization. (c) Unless the provision is amended after July 1, 2014, if a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a domestication, the provision applies to a domestication of the entity as if the domestication were a merger.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(E)",
          "quote": "(E) a limited liability company;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.50.580 (Other transactions)",
          "quote": "Sec. 10.50.580. Other transactions. Under AS 10.55 (Alaska Entity Transactions Act), a limited liability company may enter into mergers, interest exchanges, conversions, and domestications that are not covered by AS 10.50.500 — 10.50.565.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945.html",
          "source_sha256": "86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.50&secEnd=10.50"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Alaska limited liability company may domesticate to a foreign jurisdiction as the same entity type if that jurisdiction authorizes the move and AS 10.55 is followed.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.501(a) (outbound domestication authorization)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.55.501. Domestication authorized. (a) Except as otherwise provided in this section, by complying with AS 10.55.501 — 10.55.506, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of AS 10.55.501 — 10.55.506 applicable to foreign entities, a foreign entity may become a domestic entity of the same type in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of organization. (c) Unless the provision is amended after July 1, 2014, if a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a domestication, the provision applies to a domestication of the entity as if the domestication were a merger.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(E)",
          "quote": "(E) a limited liability company;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.50.580 (Other transactions)",
          "quote": "Sec. 10.50.580. Other transactions. Under AS 10.55 (Alaska Entity Transactions Act), a limited liability company may enter into mergers, interest exchanges, conversions, and domestications that are not covered by AS 10.50.500 — 10.50.565.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945.html",
          "source_sha256": "86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.50&secEnd=10.50"
        },
        {
          "pinpoint": "AS 10.55.110 (excluded entities)",
          "quote": "Sec. 10.55.110. Excluded entities and transactions. The following entities may not participate in a transaction under this chapter: (1) a financial institution; in this paragraph, “financial institution” has the meaning given in AS 06.01.050 ; (2) an insurer regulated by AS 21 , including a fraternal benefit society regulated under AS 21.84 ; (3) a business and industrial development corporation under AS 10.10 ; (4) a BIDCO under AS 10.13 ; (5) a cooperative under AS 10.15 ; (6) a cooperative under AS 10.25 (Electric and Telephone Cooperative Act); (7) a public corporation; or (8) a municipality.",
          "role": "transaction_exclusions",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The AS 10.55 entity definition supplies the different entity types that may convert into an Alaska limited liability company; AS 10.55.110 excludes specified regulated and public entities.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.401(a)-(b), AS 10.55.901(14), and AS 10.55.110",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(14) “entity” means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person that has a separate legal existence or has the power to acquire an interest in real property in its own name, other than (i) an individual; (ii) a testamentary, inter vivos, or charitable trust, with the exception of a trust that carries on a business; (iii) an association or relationship that is not a partnership solely by reason of AS 32.06.202 (c) (Uniform Partnership Act) or a similar provision of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency, or instrumentality, or a quasi-governmental instrumentality;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(E)",
          "quote": "(E) a limited liability company;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.50.580 (Other transactions)",
          "quote": "Sec. 10.50.580. Other transactions. Under AS 10.55 (Alaska Entity Transactions Act), a limited liability company may enter into mergers, interest exchanges, conversions, and domestications that are not covered by AS 10.50.500 — 10.50.565.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945.html",
          "source_sha256": "86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.50&secEnd=10.50"
        },
        {
          "pinpoint": "AS 10.55.110 (excluded entities)",
          "quote": "Sec. 10.55.110. Excluded entities and transactions. The following entities may not participate in a transaction under this chapter: (1) a financial institution; in this paragraph, “financial institution” has the meaning given in AS 06.01.050 ; (2) an insurer regulated by AS 21 , including a fraternal benefit society regulated under AS 21.84 ; (3) a business and industrial development corporation under AS 10.10 ; (4) a BIDCO under AS 10.13 ; (5) a cooperative under AS 10.15 ; (6) a cooperative under AS 10.25 (Electric and Telephone Cooperative Act); (7) a public corporation; or (8) a municipality.",
          "role": "transaction_exclusions",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The AS 10.55 entity definition supplies the different entity types that may result from an Alaska limited liability company; AS 10.55.110 excludes specified regulated and public entities.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.401(a)-(b), AS 10.55.901(14), and AS 10.55.110",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(14) “entity” means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person that has a separate legal existence or has the power to acquire an interest in real property in its own name, other than (i) an individual; (ii) a testamentary, inter vivos, or charitable trust, with the exception of a trust that carries on a business; (iii) an association or relationship that is not a partnership solely by reason of AS 32.06.202 (c) (Uniform Partnership Act) or a similar provision of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency, or instrumentality, or a quasi-governmental instrumentality;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.llc.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(E)",
          "quote": "(E) a limited liability company;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.50.580 (Other transactions)",
          "quote": "Sec. 10.50.580. Other transactions. Under AS 10.55 (Alaska Entity Transactions Act), a limited liability company may enter into mergers, interest exchanges, conversions, and domestications that are not covered by AS 10.50.500 — 10.50.565.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945.html",
          "source_sha256": "86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.50&secEnd=10.50"
        },
        {
          "pinpoint": "AS 10.55.603(c)(5), (7) (fee-bearing filed documents)",
          "quote": "Sec. 10.55.603. Filing, service, and copying fees. (a) The department shall collect a fee each time process is served on the commissioner under this chapter. The party to a proceeding causing service of process may recover this fee as costs if the party prevails in the proceeding. (b) The department shall collect the fees for copying and certifying the copy of any document filed under this chapter for copying and for the certificate. (c) The department shall collect fees when the following documents are delivered for filing: (1) statement of merger; (2) statement of abandonment of merger; (3) statement of interest exchange; (4) statement of abandonment of interest exchange; (5) statement of conversion; (6) statement of abandonment of conversion; (7) statement of domestication; (8) statement of abandonment of domestication. (d) The department shall establish by regulation under AS 44.62 (Administrative Procedure Act) the amount of the fees to be collected under this section.",
          "role": "statutory_fee_authority",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filing-fee locator for statements of conversion and domestication is 3 AAC 16.140(5) and (7).",
      "fetch_event_id": null,
      "pinpoint": "3 AAC 16.140(5), (7) (fees for filing under AS 10.55)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "3 AAC 16.140. Fees and charges for filing under AS 10.55 . The nonrefundable fee for filing a (1) statement of merger is $25; (2) statement of abandonment of merger is $25; (3) statement of interest exchange is $25; (4) statement of abandonment of interest exchange is $25; (5) statement of conversion is $25; (6) statement of abandonment of conversion is $25; (7) statement of domestication is $25; (8) statement of abandonment of domestication is $25.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/981a7eaa06419f8ef40f95395e9dbf26e397cc94de41d664149ed273962799df.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "981a7eaa06419f8ef40f95395e9dbf26e397cc94de41d664149ed273962799df",
      "source_url": "https://www.akleg.gov/basis/aac.asp?media=print&secStart=3.16&secEnd=3.16",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(E)",
          "quote": "(E) a limited liability company;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.50.580 (Other transactions)",
          "quote": "Sec. 10.50.580. Other transactions. Under AS 10.55 (Alaska Entity Transactions Act), a limited liability company may enter into mergers, interest exchanges, conversions, and domestications that are not covered by AS 10.50.500 — 10.50.565.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945.html",
          "source_sha256": "86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.50&secEnd=10.50"
        },
        {
          "pinpoint": "AS 10.55.505(a)-(f) (statement or plan of domestication)",
          "quote": "Sec. 10.55.505. Statement of domestication; effective date. (a) A statement of domestication shall be signed on behalf of the domesticating entity and filed with the department. (b) A statement of domestication must contain (1) the name, jurisdiction of organization, and type of the domesticating entity; (2) the name and jurisdiction of organization of the domesticated entity; (3) if the statement of domestication is not to be effective upon filing, the later date and time on which it will become effective, which may not be more than 90 days after the date of filing; (4) if the domesticating entity is a (A) domestic entity, a statement that the plan of domestication was approved in accordance with AS 10.55.501 — 10.55.506; or (B) foreign entity, a statement that the domestication was approved in accordance with the law of its jurisdiction of organization; (5) if the domesticated entity is a domestic filing entity, the domesticated entity's public organic document, as an attachment; (6) if the domesticated entity is a domestic limited liability partnership, the domesticated entity's statement of qualification, as an attachment; and (7) if the domesticated entity is a foreign entity that is not a qualified foreign entity, a mailing address to which the department may send any process served on the commissioner under AS 10.55.506 (e). (c) In addition to the requirements of (b) of this section, a statement of domestication may contain any other provision not prohibited by law. (d) If the domesticated entity is a domestic entity, the domesticated entity's public organic document, if any, must satisfy the requirements of the law of this state, except that it does not need to be signed and may omit any provision that is not required to be included in a restatement of the public organic document. (e) A plan of domestication that is signed on behalf of a domestic domesticating entity and meets all of the requirements of (b) of this section may be filed with the department instead of a statement of domestication and, on filing, has the same effect as a statement of domestication. If a plan of domestication is filed as provided in this subsection, references in this chapter to a statement of domestication refer to the plan of domestication filed under this subsection. (f) A statement of domestication becomes effective on the date and time of filing or the later date and time specified in the statement of domestication.",
          "role": "domestication_instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filing instrument is a statement of conversion or domestication; a compliant signed plan may be filed instead and has the same effect.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.405(a)-(f) (statement or plan of conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.55.405. Statement of conversion; effective date. (a) A statement of conversion shall be signed on behalf of the converting entity and filed with the department. (b) A statement of conversion must contain (1) the name, jurisdiction of organization, and type of the converting entity; (2) the name, jurisdiction of organization, and type of the converted entity; (3) if the statement of conversion is not to be effective upon filing, the later date and time on which it will become effective, which may not be more than 90 days after the date of filing; (4) if the converting entity is a (A) domestic entity, a statement that the plan of conversion was approved in accordance with AS 10.55.401 — 10.55.406; or (B) foreign entity, a statement that the conversion was approved by the foreign converting entity in accordance with the law of its jurisdiction of organization; (5) if the converted entity is a domestic filing entity, the text of the converted entity's public organic document, as an attachment; (6) if the converted entity is a domestic limited liability partnership, the text of the converted entity's statement of qualification, as an attachment; and (7) if the converted entity is a foreign entity that is not a qualified foreign entity, a mailing address to which the department may send any process served on the commissioner under AS 10.55.406 (e). (c) In addition to the requirements of (b) of this section, a statement of conversion may contain any other provision not prohibited by law. (d) If the converted entity is a domestic entity, the converted entity's public organic document, if any, must satisfy the requirements of the law of this state, except that it does not need to be signed and may omit any provision that is not required to be included in a restatement of the public organic document. (e) A plan of conversion that is signed on behalf of a domestic converting entity and meets all of the requirements of (b) of this section may be filed with the department instead of a statement of conversion and, on filing, has the same effect as a statement of conversion. If a plan of conversion is filed as provided in this subsection, references in this chapter to a statement of conversion refer to the plan of conversion filed under this subsection. (f) A statement of conversion becomes effective on the date and time of filing or the later date and time specified in the statement of conversion under (b)(3) of this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.llc.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(E)",
          "quote": "(E) a limited liability company;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.50.580 (Other transactions)",
          "quote": "Sec. 10.50.580. Other transactions. Under AS 10.55 (Alaska Entity Transactions Act), a limited liability company may enter into mergers, interest exchanges, conversions, and domestications that are not covered by AS 10.50.500 — 10.50.565.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945.html",
          "source_sha256": "86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.50&secEnd=10.50"
        },
        {
          "pinpoint": "AS 10.55.501(a)-(b) (paired-jurisdiction condition for domestication)",
          "quote": "Sec. 10.55.501. Domestication authorized. (a) Except as otherwise provided in this section, by complying with AS 10.55.501 — 10.55.506, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of AS 10.55.501 — 10.55.506 applicable to foreign entities, a foreign entity may become a domestic entity of the same type in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of organization. (c) Unless the provision is amended after July 1, 2014, if a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a domestication, the provision applies to a domestication of the entity as if the domestication were a merger.",
          "role": "domestication_paired_jurisdiction_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "For a cross-jurisdiction conversion or domestication, Alaska requires the foreign jurisdiction's law to authorize the transaction.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.401(a)(2), (b) (paired-jurisdiction conversion authorization)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.55.401. Conversion authorized. (a) Except as otherwise provided in this section, by complying with AS 10.55.401 — 10.55.406, a domestic entity may become (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of AS 10.55.401 — 10.55.406 applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of organization. (c) Unless the provision is amended after July 1, 2014, if a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a conversion, the provision applies to a conversion of the entity as if the conversion were a merger.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.llc.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(E)",
          "quote": "(E) a limited liability company;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 10.50.580 (Other transactions)",
          "quote": "Sec. 10.50.580. Other transactions. Under AS 10.55 (Alaska Entity Transactions Act), a limited liability company may enter into mergers, interest exchanges, conversions, and domestications that are not covered by AS 10.50.500 — 10.50.565.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945.html",
          "source_sha256": "86cf4b7179d535b4933f60c86c10766b2bda0df312dfe59ca96a05ae0edec945",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.50&secEnd=10.50"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Alaska uses the statutory term “domestication” for a same-entity continuation into another jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.901(12) (definition of domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“domestication” means a transaction authorized by AS 10.55.501 — 10.55.506;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition was stated in the complete Alaska conversion and domestication provisions searched.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(D)",
          "quote": "(D) a limited partnership, including a limited liability limited partnership;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 32.11.840(a)(6) (records of AS 10.55 transaction statements)",
          "quote": "Sec. 32.11.840. Records to be kept. (a) A limited partnership shall keep at the office referred to in AS 32.11.830 (a)(1) the following: (1) a current list of the full name and last known business address of each partner, separately identifying the general partners in alphabetical order and the limited partners in alphabetical order; (2) a copy of the certificate of limited partnership and all certificates of amendment to it, together with executed copies of a power of attorney under which a certificate has been executed; (3) copies of the limited partnership's federal, state, and local income tax returns and reports, if any, for the three most recent years; (4) copies of a then-effective written partnership agreement and of a financial statement of the limited partnership for the three most recent years; (5) unless contained in a written partnership agreement, a writing setting out (A) the amount of cash and a description and statement of the agreed value of the other property or services contributed by each partner and that each partner has agreed to contribute; (B) the times at which or events on the happening of which additional contributions agreed to be made by each partner are to be made; (C) the right of a partner to receive, or of a general partner to make, distributions to a partner that include a return of all or a part of the partner's contribution; (D) events upon the happening of which the limited partnership is to be dissolved and its affairs wound up; and (6) a copy of any statement of merger, interest exchange, conversion, or domestication filed under AS 10.55 (Alaska Entity Transactions Act). (b) Records kept under this section are subject to inspection and copying at the reasonable request and at the expense of a partner during ordinary business hours.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        },
        {
          "pinpoint": "AS 32.11.890 (Alaska Entity Transactions Act controls cases it covers)",
          "quote": "Sec. 32.11.890. Rules for cases not covered by chapter. In a case not provided for in this chapter, the provisions of AS 32.06 govern, except as provided by AS 10.55 (Alaska Entity Transactions Act).",
          "role": "organic_act_control_clause",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        },
        {
          "pinpoint": "AS 10.55.503(a) (approval of domestication)",
          "quote": "(a) A plan of domestication is not effective unless it has been approved (1) by a domestic domesticating entity (A) in accordance with the requirements, if any, in the domestic domesticating entity's organic rules for approval of a domestication; (B) if the domestic domesticating entity's organic rules do not provide for approval of a domestication, in accordance with the requirements, if any, in its organic law and organic rules for approval of (i) in the case of an entity that is not a business corporation, a merger, as if the domestication were a merger; or (ii) in the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the domestication were that type of merger; or (C) if neither the domestic domesticating entity's organic law nor organic rules provide for approval of a domestication or a merger described in (B)(ii) of this paragraph, by all of the interest holders of the entity entitled to vote on or consent to any matter; and (2) in a record, by each interest holder of a domestic domesticating entity that will have interest-holder liability for liabilities that arise after the domestication becomes effective, unless, in the case of an entity that is not a business corporation or nonprofit corporation, (A) the organic rules of the entity in a record provide for the approval of a domestication or merger in which some or all of the entity's interest holders become subject to interest-holder liability by the vote or consent of fewer than all of the interest holders; and (B) the interest holder voted for or consented in a record to that provision of the organic rules or became an interest holder after the adoption of that provision.",
          "role": "domestication_approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Alaska's hierarchy uses a partnership's organic rules or merger rule; if neither supplies a rule, all interest holders entitled to vote must approve, with separate recorded consent for new owner liability.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.403(a) (complete domestic conversion-approval subsection)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A plan of conversion is not effective unless it has been approved (1) by a domestic converting entity (A) in accordance with the requirements, if any, in the converted entity's organic rules for approval of a conversion; (B) if the converted entity's organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in the converted entity's organic law and organic rules for approval of, (i) in the case of an entity that is not a business corporation, a merger, as if the conversion were a merger; or (ii) in the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; or (C) if neither its organic law nor organic rules provide for approval of a conversion or a merger described in (B)(ii) of this paragraph, by all of the interest holders of the entity entitled to vote on or consent to any matter; and (2) in a record, by each interest holder of a domestic converting entity that will have interest-holder liability for liabilities that arise after the conversion becomes effective, unless, in the case of an entity that is not a business or nonprofit corporation, (A) the organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of the entity's interest holders become subject to interest-holder liability by the vote or consent of fewer than all of the interest holders; and (B) the interest holder voted for or consented in a record to that provision of the organic rules or became an interest holder after the adoption of that provision.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.lp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(D)",
          "quote": "(D) a limited partnership, including a limited liability limited partnership;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 32.11.840(a)(6) (records of AS 10.55 transaction statements)",
          "quote": "Sec. 32.11.840. Records to be kept. (a) A limited partnership shall keep at the office referred to in AS 32.11.830 (a)(1) the following: (1) a current list of the full name and last known business address of each partner, separately identifying the general partners in alphabetical order and the limited partners in alphabetical order; (2) a copy of the certificate of limited partnership and all certificates of amendment to it, together with executed copies of a power of attorney under which a certificate has been executed; (3) copies of the limited partnership's federal, state, and local income tax returns and reports, if any, for the three most recent years; (4) copies of a then-effective written partnership agreement and of a financial statement of the limited partnership for the three most recent years; (5) unless contained in a written partnership agreement, a writing setting out (A) the amount of cash and a description and statement of the agreed value of the other property or services contributed by each partner and that each partner has agreed to contribute; (B) the times at which or events on the happening of which additional contributions agreed to be made by each partner are to be made; (C) the right of a partner to receive, or of a general partner to make, distributions to a partner that include a return of all or a part of the partner's contribution; (D) events upon the happening of which the limited partnership is to be dissolved and its affairs wound up; and (6) a copy of any statement of merger, interest exchange, conversion, or domestication filed under AS 10.55 (Alaska Entity Transactions Act). (b) Records kept under this section are subject to inspection and copying at the reasonable request and at the expense of a partner during ordinary business hours.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        },
        {
          "pinpoint": "AS 32.11.890 (Alaska Entity Transactions Act controls cases it covers)",
          "quote": "Sec. 32.11.890. Rules for cases not covered by chapter. In a case not provided for in this chapter, the provisions of AS 32.06 govern, except as provided by AS 10.55 (Alaska Entity Transactions Act).",
          "role": "organic_act_control_clause",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        },
        {
          "pinpoint": "AS 10.55.506(a) (effects of domestication)",
          "quote": "(a) When a domestication becomes effective, (1) the domesticated entity is (A) organized under and subject to the organic law of the domesticated entity; and (B) the same entity without interruption as the domesticating entity; (2) all property of the domesticating entity continues to be vested in the domesticated entity without assignment, reversion, or impairment; (3) all liabilities of the domesticating entity continue as liabilities of the domesticated entity; (4) except as provided by law other than this chapter or the plan of domestication, all of the rights, privileges, immunities, powers, and purposes of the domesticating entity remain in the domesticated entity; (5) the name of the domesticated entity may be substituted for the name of the domesticating entity in any pending action or proceeding; (6) if the domesticated entity is a filing entity, the domesticated entity's public organic document is effective and is binding on its interest holders; (7) if the domesticated entity is a limited liability partnership, the domesticated entity's statement of qualification is effective simultaneously; (8) the private organic rules of the domesticated entity that are to be in a record, if any, approved as part of the plan of domestication are effective and are binding on and enforceable by (A) the domesticated entity's interest holders; and (B) in the case of a domesticated entity that is not a business corporation or nonprofit corporation, any other person that is a party to an agreement that is part of the domesticated entity's private organic rules; and (9) the interests in the domesticating entity are converted to the extent and as approved in connection with the domestication, and the interest holders of the domesticating entity are entitled only to the rights provided to them under the plan of domestication and to any dissenters' rights they have under AS 10.55.109 and the domesticating entity's organic law.",
          "role": "domestication_continuity",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion and domestication continue the same entity without interruption; property and liabilities continue, and the continued name may replace the prior name in pending proceedings.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.406(a) (complete conversion-effects subsection)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective, (1) the converted entity is (A) organized under and subject to the organic law of the converted entity; and (B) the same entity without interruption as the converting entity; (2) all property of the converting entity continues to be vested in the converted entity without assignment, reversion, or impairment; (3) all liabilities of the converting entity continue as liabilities of the converted entity; (4) except as provided by law other than this chapter or the plan of conversion, all of the rights, privileges, immunities, powers, and purposes of the converting entity remain in the converted entity; (5) the name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) if a converted entity is a filing entity, the converted entity's public organic document is effective and is binding on its interest holders; (7) if the converted entity is a limited liability partnership, the converted entity's statement of qualification is effective simultaneously; (8) the private organic rules of the converted entity that are to be in a record, if any, approved as part of the plan of conversion are effective and are binding on and enforceable by (A) the converted entity's interest holders; and (B) in the case of a converted entity that is not a business corporation or nonprofit corporation, any other person that is a party to an agreement that is part of the entity's private organic rules; and (9) the interests in the converting entity are converted, and the interest holders of the converting entity are entitled only to the rights provided to them under the plan of conversion and to any dissenters' rights they have under AS 10.55.109 and the converting entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(D)",
          "quote": "(D) a limited partnership, including a limited liability limited partnership;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 32.11.840(a)(6) (records of AS 10.55 transaction statements)",
          "quote": "Sec. 32.11.840. Records to be kept. (a) A limited partnership shall keep at the office referred to in AS 32.11.830 (a)(1) the following: (1) a current list of the full name and last known business address of each partner, separately identifying the general partners in alphabetical order and the limited partners in alphabetical order; (2) a copy of the certificate of limited partnership and all certificates of amendment to it, together with executed copies of a power of attorney under which a certificate has been executed; (3) copies of the limited partnership's federal, state, and local income tax returns and reports, if any, for the three most recent years; (4) copies of a then-effective written partnership agreement and of a financial statement of the limited partnership for the three most recent years; (5) unless contained in a written partnership agreement, a writing setting out (A) the amount of cash and a description and statement of the agreed value of the other property or services contributed by each partner and that each partner has agreed to contribute; (B) the times at which or events on the happening of which additional contributions agreed to be made by each partner are to be made; (C) the right of a partner to receive, or of a general partner to make, distributions to a partner that include a return of all or a part of the partner's contribution; (D) events upon the happening of which the limited partnership is to be dissolved and its affairs wound up; and (6) a copy of any statement of merger, interest exchange, conversion, or domestication filed under AS 10.55 (Alaska Entity Transactions Act). (b) Records kept under this section are subject to inspection and copying at the reasonable request and at the expense of a partner during ordinary business hours.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        },
        {
          "pinpoint": "AS 32.11.890 (Alaska Entity Transactions Act controls cases it covers)",
          "quote": "Sec. 32.11.890. Rules for cases not covered by chapter. In a case not provided for in this chapter, the provisions of AS 32.06 govern, except as provided by AS 10.55 (Alaska Entity Transactions Act).",
          "role": "organic_act_control_clause",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign entity may convert into an Alaska limited partnership of a different type if its home-jurisdiction law authorizes the conversion and AS 10.55 is followed.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.401(b) (inbound conversion authorization)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.55.401. Conversion authorized. (a) Except as otherwise provided in this section, by complying with AS 10.55.401 — 10.55.406, a domestic entity may become (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of AS 10.55.401 — 10.55.406 applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of organization. (c) Unless the provision is amended after July 1, 2014, if a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a conversion, the provision applies to a conversion of the entity as if the conversion were a merger.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(D)",
          "quote": "(D) a limited partnership, including a limited liability limited partnership;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 32.11.840(a)(6) (records of AS 10.55 transaction statements)",
          "quote": "Sec. 32.11.840. Records to be kept. (a) A limited partnership shall keep at the office referred to in AS 32.11.830 (a)(1) the following: (1) a current list of the full name and last known business address of each partner, separately identifying the general partners in alphabetical order and the limited partners in alphabetical order; (2) a copy of the certificate of limited partnership and all certificates of amendment to it, together with executed copies of a power of attorney under which a certificate has been executed; (3) copies of the limited partnership's federal, state, and local income tax returns and reports, if any, for the three most recent years; (4) copies of a then-effective written partnership agreement and of a financial statement of the limited partnership for the three most recent years; (5) unless contained in a written partnership agreement, a writing setting out (A) the amount of cash and a description and statement of the agreed value of the other property or services contributed by each partner and that each partner has agreed to contribute; (B) the times at which or events on the happening of which additional contributions agreed to be made by each partner are to be made; (C) the right of a partner to receive, or of a general partner to make, distributions to a partner that include a return of all or a part of the partner's contribution; (D) events upon the happening of which the limited partnership is to be dissolved and its affairs wound up; and (6) a copy of any statement of merger, interest exchange, conversion, or domestication filed under AS 10.55 (Alaska Entity Transactions Act). (b) Records kept under this section are subject to inspection and copying at the reasonable request and at the expense of a partner during ordinary business hours.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        },
        {
          "pinpoint": "AS 32.11.890 (Alaska Entity Transactions Act controls cases it covers)",
          "quote": "Sec. 32.11.890. Rules for cases not covered by chapter. In a case not provided for in this chapter, the provisions of AS 32.06 govern, except as provided by AS 10.55 (Alaska Entity Transactions Act).",
          "role": "organic_act_control_clause",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Alaska limited partnership may convert to a different domestic entity type, or to a different foreign type if the foreign jurisdiction authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.401(a) (outbound conversion authorization)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.55.401. Conversion authorized. (a) Except as otherwise provided in this section, by complying with AS 10.55.401 — 10.55.406, a domestic entity may become (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of AS 10.55.401 — 10.55.406 applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of organization. (c) Unless the provision is amended after July 1, 2014, if a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a conversion, the provision applies to a conversion of the entity as if the conversion were a merger.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(D)",
          "quote": "(D) a limited partnership, including a limited liability limited partnership;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 32.11.840(a)(6) (records of AS 10.55 transaction statements)",
          "quote": "Sec. 32.11.840. Records to be kept. (a) A limited partnership shall keep at the office referred to in AS 32.11.830 (a)(1) the following: (1) a current list of the full name and last known business address of each partner, separately identifying the general partners in alphabetical order and the limited partners in alphabetical order; (2) a copy of the certificate of limited partnership and all certificates of amendment to it, together with executed copies of a power of attorney under which a certificate has been executed; (3) copies of the limited partnership's federal, state, and local income tax returns and reports, if any, for the three most recent years; (4) copies of a then-effective written partnership agreement and of a financial statement of the limited partnership for the three most recent years; (5) unless contained in a written partnership agreement, a writing setting out (A) the amount of cash and a description and statement of the agreed value of the other property or services contributed by each partner and that each partner has agreed to contribute; (B) the times at which or events on the happening of which additional contributions agreed to be made by each partner are to be made; (C) the right of a partner to receive, or of a general partner to make, distributions to a partner that include a return of all or a part of the partner's contribution; (D) events upon the happening of which the limited partnership is to be dissolved and its affairs wound up; and (6) a copy of any statement of merger, interest exchange, conversion, or domestication filed under AS 10.55 (Alaska Entity Transactions Act). (b) Records kept under this section are subject to inspection and copying at the reasonable request and at the expense of a partner during ordinary business hours.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        },
        {
          "pinpoint": "AS 32.11.890 (Alaska Entity Transactions Act controls cases it covers)",
          "quote": "Sec. 32.11.890. Rules for cases not covered by chapter. In a case not provided for in this chapter, the provisions of AS 32.06 govern, except as provided by AS 10.55 (Alaska Entity Transactions Act).",
          "role": "organic_act_control_clause",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign limited partnership may domesticate into Alaska as the same entity type if its home-jurisdiction law authorizes the move and AS 10.55 is followed.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.501(b) (inbound domestication authorization)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.55.501. Domestication authorized. (a) Except as otherwise provided in this section, by complying with AS 10.55.501 — 10.55.506, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of AS 10.55.501 — 10.55.506 applicable to foreign entities, a foreign entity may become a domestic entity of the same type in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of organization. (c) Unless the provision is amended after July 1, 2014, if a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a domestication, the provision applies to a domestication of the entity as if the domestication were a merger.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(D)",
          "quote": "(D) a limited partnership, including a limited liability limited partnership;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 32.11.840(a)(6) (records of AS 10.55 transaction statements)",
          "quote": "Sec. 32.11.840. Records to be kept. (a) A limited partnership shall keep at the office referred to in AS 32.11.830 (a)(1) the following: (1) a current list of the full name and last known business address of each partner, separately identifying the general partners in alphabetical order and the limited partners in alphabetical order; (2) a copy of the certificate of limited partnership and all certificates of amendment to it, together with executed copies of a power of attorney under which a certificate has been executed; (3) copies of the limited partnership's federal, state, and local income tax returns and reports, if any, for the three most recent years; (4) copies of a then-effective written partnership agreement and of a financial statement of the limited partnership for the three most recent years; (5) unless contained in a written partnership agreement, a writing setting out (A) the amount of cash and a description and statement of the agreed value of the other property or services contributed by each partner and that each partner has agreed to contribute; (B) the times at which or events on the happening of which additional contributions agreed to be made by each partner are to be made; (C) the right of a partner to receive, or of a general partner to make, distributions to a partner that include a return of all or a part of the partner's contribution; (D) events upon the happening of which the limited partnership is to be dissolved and its affairs wound up; and (6) a copy of any statement of merger, interest exchange, conversion, or domestication filed under AS 10.55 (Alaska Entity Transactions Act). (b) Records kept under this section are subject to inspection and copying at the reasonable request and at the expense of a partner during ordinary business hours.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        },
        {
          "pinpoint": "AS 32.11.890 (Alaska Entity Transactions Act controls cases it covers)",
          "quote": "Sec. 32.11.890. Rules for cases not covered by chapter. In a case not provided for in this chapter, the provisions of AS 32.06 govern, except as provided by AS 10.55 (Alaska Entity Transactions Act).",
          "role": "organic_act_control_clause",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Alaska limited partnership may domesticate to a foreign jurisdiction as the same entity type if that jurisdiction authorizes the move and AS 10.55 is followed.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.501(a) (outbound domestication authorization)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.55.501. Domestication authorized. (a) Except as otherwise provided in this section, by complying with AS 10.55.501 — 10.55.506, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of AS 10.55.501 — 10.55.506 applicable to foreign entities, a foreign entity may become a domestic entity of the same type in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of organization. (c) Unless the provision is amended after July 1, 2014, if a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a domestication, the provision applies to a domestication of the entity as if the domestication were a merger.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(D)",
          "quote": "(D) a limited partnership, including a limited liability limited partnership;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 32.11.840(a)(6) (records of AS 10.55 transaction statements)",
          "quote": "Sec. 32.11.840. Records to be kept. (a) A limited partnership shall keep at the office referred to in AS 32.11.830 (a)(1) the following: (1) a current list of the full name and last known business address of each partner, separately identifying the general partners in alphabetical order and the limited partners in alphabetical order; (2) a copy of the certificate of limited partnership and all certificates of amendment to it, together with executed copies of a power of attorney under which a certificate has been executed; (3) copies of the limited partnership's federal, state, and local income tax returns and reports, if any, for the three most recent years; (4) copies of a then-effective written partnership agreement and of a financial statement of the limited partnership for the three most recent years; (5) unless contained in a written partnership agreement, a writing setting out (A) the amount of cash and a description and statement of the agreed value of the other property or services contributed by each partner and that each partner has agreed to contribute; (B) the times at which or events on the happening of which additional contributions agreed to be made by each partner are to be made; (C) the right of a partner to receive, or of a general partner to make, distributions to a partner that include a return of all or a part of the partner's contribution; (D) events upon the happening of which the limited partnership is to be dissolved and its affairs wound up; and (6) a copy of any statement of merger, interest exchange, conversion, or domestication filed under AS 10.55 (Alaska Entity Transactions Act). (b) Records kept under this section are subject to inspection and copying at the reasonable request and at the expense of a partner during ordinary business hours.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        },
        {
          "pinpoint": "AS 32.11.890 (Alaska Entity Transactions Act controls cases it covers)",
          "quote": "Sec. 32.11.890. Rules for cases not covered by chapter. In a case not provided for in this chapter, the provisions of AS 32.06 govern, except as provided by AS 10.55 (Alaska Entity Transactions Act).",
          "role": "organic_act_control_clause",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        },
        {
          "pinpoint": "AS 10.55.110 (excluded entities)",
          "quote": "Sec. 10.55.110. Excluded entities and transactions. The following entities may not participate in a transaction under this chapter: (1) a financial institution; in this paragraph, “financial institution” has the meaning given in AS 06.01.050 ; (2) an insurer regulated by AS 21 , including a fraternal benefit society regulated under AS 21.84 ; (3) a business and industrial development corporation under AS 10.10 ; (4) a BIDCO under AS 10.13 ; (5) a cooperative under AS 10.15 ; (6) a cooperative under AS 10.25 (Electric and Telephone Cooperative Act); (7) a public corporation; or (8) a municipality.",
          "role": "transaction_exclusions",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The AS 10.55 entity definition supplies the different entity types that may convert into an Alaska limited partnership; AS 10.55.110 excludes specified regulated and public entities.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.401(a)-(b), AS 10.55.901(14), and AS 10.55.110",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(14) “entity” means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person that has a separate legal existence or has the power to acquire an interest in real property in its own name, other than (i) an individual; (ii) a testamentary, inter vivos, or charitable trust, with the exception of a trust that carries on a business; (iii) an association or relationship that is not a partnership solely by reason of AS 32.06.202 (c) (Uniform Partnership Act) or a similar provision of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency, or instrumentality, or a quasi-governmental instrumentality;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(D)",
          "quote": "(D) a limited partnership, including a limited liability limited partnership;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 32.11.840(a)(6) (records of AS 10.55 transaction statements)",
          "quote": "Sec. 32.11.840. Records to be kept. (a) A limited partnership shall keep at the office referred to in AS 32.11.830 (a)(1) the following: (1) a current list of the full name and last known business address of each partner, separately identifying the general partners in alphabetical order and the limited partners in alphabetical order; (2) a copy of the certificate of limited partnership and all certificates of amendment to it, together with executed copies of a power of attorney under which a certificate has been executed; (3) copies of the limited partnership's federal, state, and local income tax returns and reports, if any, for the three most recent years; (4) copies of a then-effective written partnership agreement and of a financial statement of the limited partnership for the three most recent years; (5) unless contained in a written partnership agreement, a writing setting out (A) the amount of cash and a description and statement of the agreed value of the other property or services contributed by each partner and that each partner has agreed to contribute; (B) the times at which or events on the happening of which additional contributions agreed to be made by each partner are to be made; (C) the right of a partner to receive, or of a general partner to make, distributions to a partner that include a return of all or a part of the partner's contribution; (D) events upon the happening of which the limited partnership is to be dissolved and its affairs wound up; and (6) a copy of any statement of merger, interest exchange, conversion, or domestication filed under AS 10.55 (Alaska Entity Transactions Act). (b) Records kept under this section are subject to inspection and copying at the reasonable request and at the expense of a partner during ordinary business hours.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        },
        {
          "pinpoint": "AS 32.11.890 (Alaska Entity Transactions Act controls cases it covers)",
          "quote": "Sec. 32.11.890. Rules for cases not covered by chapter. In a case not provided for in this chapter, the provisions of AS 32.06 govern, except as provided by AS 10.55 (Alaska Entity Transactions Act).",
          "role": "organic_act_control_clause",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        },
        {
          "pinpoint": "AS 10.55.110 (excluded entities)",
          "quote": "Sec. 10.55.110. Excluded entities and transactions. The following entities may not participate in a transaction under this chapter: (1) a financial institution; in this paragraph, “financial institution” has the meaning given in AS 06.01.050 ; (2) an insurer regulated by AS 21 , including a fraternal benefit society regulated under AS 21.84 ; (3) a business and industrial development corporation under AS 10.10 ; (4) a BIDCO under AS 10.13 ; (5) a cooperative under AS 10.15 ; (6) a cooperative under AS 10.25 (Electric and Telephone Cooperative Act); (7) a public corporation; or (8) a municipality.",
          "role": "transaction_exclusions",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The AS 10.55 entity definition supplies the different entity types that may result from an Alaska limited partnership; AS 10.55.110 excludes specified regulated and public entities.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.401(a)-(b), AS 10.55.901(14), and AS 10.55.110",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(14) “entity” means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person that has a separate legal existence or has the power to acquire an interest in real property in its own name, other than (i) an individual; (ii) a testamentary, inter vivos, or charitable trust, with the exception of a trust that carries on a business; (iii) an association or relationship that is not a partnership solely by reason of AS 32.06.202 (c) (Uniform Partnership Act) or a similar provision of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency, or instrumentality, or a quasi-governmental instrumentality;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.lp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(D)",
          "quote": "(D) a limited partnership, including a limited liability limited partnership;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 32.11.840(a)(6) (records of AS 10.55 transaction statements)",
          "quote": "Sec. 32.11.840. Records to be kept. (a) A limited partnership shall keep at the office referred to in AS 32.11.830 (a)(1) the following: (1) a current list of the full name and last known business address of each partner, separately identifying the general partners in alphabetical order and the limited partners in alphabetical order; (2) a copy of the certificate of limited partnership and all certificates of amendment to it, together with executed copies of a power of attorney under which a certificate has been executed; (3) copies of the limited partnership's federal, state, and local income tax returns and reports, if any, for the three most recent years; (4) copies of a then-effective written partnership agreement and of a financial statement of the limited partnership for the three most recent years; (5) unless contained in a written partnership agreement, a writing setting out (A) the amount of cash and a description and statement of the agreed value of the other property or services contributed by each partner and that each partner has agreed to contribute; (B) the times at which or events on the happening of which additional contributions agreed to be made by each partner are to be made; (C) the right of a partner to receive, or of a general partner to make, distributions to a partner that include a return of all or a part of the partner's contribution; (D) events upon the happening of which the limited partnership is to be dissolved and its affairs wound up; and (6) a copy of any statement of merger, interest exchange, conversion, or domestication filed under AS 10.55 (Alaska Entity Transactions Act). (b) Records kept under this section are subject to inspection and copying at the reasonable request and at the expense of a partner during ordinary business hours.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        },
        {
          "pinpoint": "AS 32.11.890 (Alaska Entity Transactions Act controls cases it covers)",
          "quote": "Sec. 32.11.890. Rules for cases not covered by chapter. In a case not provided for in this chapter, the provisions of AS 32.06 govern, except as provided by AS 10.55 (Alaska Entity Transactions Act).",
          "role": "organic_act_control_clause",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        },
        {
          "pinpoint": "AS 10.55.603(c)(5), (7) (fee-bearing filed documents)",
          "quote": "Sec. 10.55.603. Filing, service, and copying fees. (a) The department shall collect a fee each time process is served on the commissioner under this chapter. The party to a proceeding causing service of process may recover this fee as costs if the party prevails in the proceeding. (b) The department shall collect the fees for copying and certifying the copy of any document filed under this chapter for copying and for the certificate. (c) The department shall collect fees when the following documents are delivered for filing: (1) statement of merger; (2) statement of abandonment of merger; (3) statement of interest exchange; (4) statement of abandonment of interest exchange; (5) statement of conversion; (6) statement of abandonment of conversion; (7) statement of domestication; (8) statement of abandonment of domestication. (d) The department shall establish by regulation under AS 44.62 (Administrative Procedure Act) the amount of the fees to be collected under this section.",
          "role": "statutory_fee_authority",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filing-fee locator for statements of conversion and domestication is 3 AAC 16.140(5) and (7).",
      "fetch_event_id": null,
      "pinpoint": "3 AAC 16.140(5), (7) (fees for filing under AS 10.55)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "3 AAC 16.140. Fees and charges for filing under AS 10.55 . The nonrefundable fee for filing a (1) statement of merger is $25; (2) statement of abandonment of merger is $25; (3) statement of interest exchange is $25; (4) statement of abandonment of interest exchange is $25; (5) statement of conversion is $25; (6) statement of abandonment of conversion is $25; (7) statement of domestication is $25; (8) statement of abandonment of domestication is $25.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/981a7eaa06419f8ef40f95395e9dbf26e397cc94de41d664149ed273962799df.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "981a7eaa06419f8ef40f95395e9dbf26e397cc94de41d664149ed273962799df",
      "source_url": "https://www.akleg.gov/basis/aac.asp?media=print&secStart=3.16&secEnd=3.16",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(D)",
          "quote": "(D) a limited partnership, including a limited liability limited partnership;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 32.11.840(a)(6) (records of AS 10.55 transaction statements)",
          "quote": "Sec. 32.11.840. Records to be kept. (a) A limited partnership shall keep at the office referred to in AS 32.11.830 (a)(1) the following: (1) a current list of the full name and last known business address of each partner, separately identifying the general partners in alphabetical order and the limited partners in alphabetical order; (2) a copy of the certificate of limited partnership and all certificates of amendment to it, together with executed copies of a power of attorney under which a certificate has been executed; (3) copies of the limited partnership's federal, state, and local income tax returns and reports, if any, for the three most recent years; (4) copies of a then-effective written partnership agreement and of a financial statement of the limited partnership for the three most recent years; (5) unless contained in a written partnership agreement, a writing setting out (A) the amount of cash and a description and statement of the agreed value of the other property or services contributed by each partner and that each partner has agreed to contribute; (B) the times at which or events on the happening of which additional contributions agreed to be made by each partner are to be made; (C) the right of a partner to receive, or of a general partner to make, distributions to a partner that include a return of all or a part of the partner's contribution; (D) events upon the happening of which the limited partnership is to be dissolved and its affairs wound up; and (6) a copy of any statement of merger, interest exchange, conversion, or domestication filed under AS 10.55 (Alaska Entity Transactions Act). (b) Records kept under this section are subject to inspection and copying at the reasonable request and at the expense of a partner during ordinary business hours.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        },
        {
          "pinpoint": "AS 32.11.890 (Alaska Entity Transactions Act controls cases it covers)",
          "quote": "Sec. 32.11.890. Rules for cases not covered by chapter. In a case not provided for in this chapter, the provisions of AS 32.06 govern, except as provided by AS 10.55 (Alaska Entity Transactions Act).",
          "role": "organic_act_control_clause",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        },
        {
          "pinpoint": "AS 10.55.505(a)-(f) (statement or plan of domestication)",
          "quote": "Sec. 10.55.505. Statement of domestication; effective date. (a) A statement of domestication shall be signed on behalf of the domesticating entity and filed with the department. (b) A statement of domestication must contain (1) the name, jurisdiction of organization, and type of the domesticating entity; (2) the name and jurisdiction of organization of the domesticated entity; (3) if the statement of domestication is not to be effective upon filing, the later date and time on which it will become effective, which may not be more than 90 days after the date of filing; (4) if the domesticating entity is a (A) domestic entity, a statement that the plan of domestication was approved in accordance with AS 10.55.501 — 10.55.506; or (B) foreign entity, a statement that the domestication was approved in accordance with the law of its jurisdiction of organization; (5) if the domesticated entity is a domestic filing entity, the domesticated entity's public organic document, as an attachment; (6) if the domesticated entity is a domestic limited liability partnership, the domesticated entity's statement of qualification, as an attachment; and (7) if the domesticated entity is a foreign entity that is not a qualified foreign entity, a mailing address to which the department may send any process served on the commissioner under AS 10.55.506 (e). (c) In addition to the requirements of (b) of this section, a statement of domestication may contain any other provision not prohibited by law. (d) If the domesticated entity is a domestic entity, the domesticated entity's public organic document, if any, must satisfy the requirements of the law of this state, except that it does not need to be signed and may omit any provision that is not required to be included in a restatement of the public organic document. (e) A plan of domestication that is signed on behalf of a domestic domesticating entity and meets all of the requirements of (b) of this section may be filed with the department instead of a statement of domestication and, on filing, has the same effect as a statement of domestication. If a plan of domestication is filed as provided in this subsection, references in this chapter to a statement of domestication refer to the plan of domestication filed under this subsection. (f) A statement of domestication becomes effective on the date and time of filing or the later date and time specified in the statement of domestication.",
          "role": "domestication_instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filing instrument is a statement of conversion or domestication; a compliant signed plan may be filed instead and has the same effect.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.405(a)-(f) (statement or plan of conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.55.405. Statement of conversion; effective date. (a) A statement of conversion shall be signed on behalf of the converting entity and filed with the department. (b) A statement of conversion must contain (1) the name, jurisdiction of organization, and type of the converting entity; (2) the name, jurisdiction of organization, and type of the converted entity; (3) if the statement of conversion is not to be effective upon filing, the later date and time on which it will become effective, which may not be more than 90 days after the date of filing; (4) if the converting entity is a (A) domestic entity, a statement that the plan of conversion was approved in accordance with AS 10.55.401 — 10.55.406; or (B) foreign entity, a statement that the conversion was approved by the foreign converting entity in accordance with the law of its jurisdiction of organization; (5) if the converted entity is a domestic filing entity, the text of the converted entity's public organic document, as an attachment; (6) if the converted entity is a domestic limited liability partnership, the text of the converted entity's statement of qualification, as an attachment; and (7) if the converted entity is a foreign entity that is not a qualified foreign entity, a mailing address to which the department may send any process served on the commissioner under AS 10.55.406 (e). (c) In addition to the requirements of (b) of this section, a statement of conversion may contain any other provision not prohibited by law. (d) If the converted entity is a domestic entity, the converted entity's public organic document, if any, must satisfy the requirements of the law of this state, except that it does not need to be signed and may omit any provision that is not required to be included in a restatement of the public organic document. (e) A plan of conversion that is signed on behalf of a domestic converting entity and meets all of the requirements of (b) of this section may be filed with the department instead of a statement of conversion and, on filing, has the same effect as a statement of conversion. If a plan of conversion is filed as provided in this subsection, references in this chapter to a statement of conversion refer to the plan of conversion filed under this subsection. (f) A statement of conversion becomes effective on the date and time of filing or the later date and time specified in the statement of conversion under (b)(3) of this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.lp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(D)",
          "quote": "(D) a limited partnership, including a limited liability limited partnership;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 32.11.840(a)(6) (records of AS 10.55 transaction statements)",
          "quote": "Sec. 32.11.840. Records to be kept. (a) A limited partnership shall keep at the office referred to in AS 32.11.830 (a)(1) the following: (1) a current list of the full name and last known business address of each partner, separately identifying the general partners in alphabetical order and the limited partners in alphabetical order; (2) a copy of the certificate of limited partnership and all certificates of amendment to it, together with executed copies of a power of attorney under which a certificate has been executed; (3) copies of the limited partnership's federal, state, and local income tax returns and reports, if any, for the three most recent years; (4) copies of a then-effective written partnership agreement and of a financial statement of the limited partnership for the three most recent years; (5) unless contained in a written partnership agreement, a writing setting out (A) the amount of cash and a description and statement of the agreed value of the other property or services contributed by each partner and that each partner has agreed to contribute; (B) the times at which or events on the happening of which additional contributions agreed to be made by each partner are to be made; (C) the right of a partner to receive, or of a general partner to make, distributions to a partner that include a return of all or a part of the partner's contribution; (D) events upon the happening of which the limited partnership is to be dissolved and its affairs wound up; and (6) a copy of any statement of merger, interest exchange, conversion, or domestication filed under AS 10.55 (Alaska Entity Transactions Act). (b) Records kept under this section are subject to inspection and copying at the reasonable request and at the expense of a partner during ordinary business hours.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        },
        {
          "pinpoint": "AS 32.11.890 (Alaska Entity Transactions Act controls cases it covers)",
          "quote": "Sec. 32.11.890. Rules for cases not covered by chapter. In a case not provided for in this chapter, the provisions of AS 32.06 govern, except as provided by AS 10.55 (Alaska Entity Transactions Act).",
          "role": "organic_act_control_clause",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        },
        {
          "pinpoint": "AS 10.55.501(a)-(b) (paired-jurisdiction condition for domestication)",
          "quote": "Sec. 10.55.501. Domestication authorized. (a) Except as otherwise provided in this section, by complying with AS 10.55.501 — 10.55.506, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of AS 10.55.501 — 10.55.506 applicable to foreign entities, a foreign entity may become a domestic entity of the same type in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of organization. (c) Unless the provision is amended after July 1, 2014, if a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a domestication, the provision applies to a domestication of the entity as if the domestication were a merger.",
          "role": "domestication_paired_jurisdiction_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "For a cross-jurisdiction conversion or domestication, Alaska requires the foreign jurisdiction's law to authorize the transaction.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.401(a)(2), (b) (paired-jurisdiction conversion authorization)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.55.401. Conversion authorized. (a) Except as otherwise provided in this section, by complying with AS 10.55.401 — 10.55.406, a domestic entity may become (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of AS 10.55.401 — 10.55.406 applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of organization. (c) Unless the provision is amended after July 1, 2014, if a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a conversion, the provision applies to a conversion of the entity as if the conversion were a merger.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.lp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "AS 10.55.901(14)(D)",
          "quote": "(D) a limited partnership, including a limited liability limited partnership;",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
          "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55"
        },
        {
          "pinpoint": "AS 32.11.840(a)(6) (records of AS 10.55 transaction statements)",
          "quote": "Sec. 32.11.840. Records to be kept. (a) A limited partnership shall keep at the office referred to in AS 32.11.830 (a)(1) the following: (1) a current list of the full name and last known business address of each partner, separately identifying the general partners in alphabetical order and the limited partners in alphabetical order; (2) a copy of the certificate of limited partnership and all certificates of amendment to it, together with executed copies of a power of attorney under which a certificate has been executed; (3) copies of the limited partnership's federal, state, and local income tax returns and reports, if any, for the three most recent years; (4) copies of a then-effective written partnership agreement and of a financial statement of the limited partnership for the three most recent years; (5) unless contained in a written partnership agreement, a writing setting out (A) the amount of cash and a description and statement of the agreed value of the other property or services contributed by each partner and that each partner has agreed to contribute; (B) the times at which or events on the happening of which additional contributions agreed to be made by each partner are to be made; (C) the right of a partner to receive, or of a general partner to make, distributions to a partner that include a return of all or a part of the partner's contribution; (D) events upon the happening of which the limited partnership is to be dissolved and its affairs wound up; and (6) a copy of any statement of merger, interest exchange, conversion, or domestication filed under AS 10.55 (Alaska Entity Transactions Act). (b) Records kept under this section are subject to inspection and copying at the reasonable request and at the expense of a partner during ordinary business hours.",
          "role": "organic_act_channel",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        },
        {
          "pinpoint": "AS 32.11.890 (Alaska Entity Transactions Act controls cases it covers)",
          "quote": "Sec. 32.11.890. Rules for cases not covered by chapter. In a case not provided for in this chapter, the provisions of AS 32.06 govern, except as provided by AS 10.55 (Alaska Entity Transactions Act).",
          "role": "organic_act_control_clause",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/akleg_AS_32_11_limited_partnership_chapter.html",
          "source_sha256": "d241d9f21669c2f87d36e4a68049d7d6b509b54459832094d32cb70e39161ea2",
          "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=32.11&secEnd=32.12"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Alaska uses the statutory term “domestication” for a same-entity continuation into another jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "AS 10.55.901(12) (definition of domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“domestication” means a transaction authorized by AS 10.55.501 — 10.55.506;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AK.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition was stated in the complete Alaska conversion and domestication provisions searched.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AK/snapshots/c50/AK/43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "43dc79e4f2baba35d35cd09d0c0cdaaf9d84091f71c18bb2c433835ee0222ad9",
      "source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Ala. Code § 10A-1-8.01(c)(1)(A)",
          "quote": "If a corporation is governed by Chapter 2A and that corporation is a converting entity, the plan of conversion under subsection (a) must be approved in accordance with Chapter 2A.",
          "role": "statute_routes_corporations_to_chapter_2a",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5.json",
          "source_sha256": "f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5",
          "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "An Alabama corporation's conversion needs board adoption and a stockholder vote of a majority of the votes entitled to be cast, with each voting group approving separately.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-2A-9.12(e), Action on a Plan of Conversion",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Unless the certificate of incorporation, or the board of directors acting pursuant to subsection (c), requires a greater vote or a greater quorum, approval of the plan of conversion requires (i) the approval of the stockholders at a meeting at which a quorum exists consisting of a majority of the votes entitled to be cast on the plan, and (ii) the approval of each class or series of stock voting as a separate voting group at a meeting at which a quorum of the voting group exists consisting of a majority of the votes entitled to be cast on the plan by that voting group.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-5/AL/AL/611a6390a8c72c05084c18cd6d8c13e40be7500ff765141a0a83079acce6ef63.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "611a6390a8c72c05084c18cd6d8c13e40be7500ff765141a0a83079acce6ef63",
      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-2A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Ala. Code § 10A-1-1.03(17)",
          "quote": "(17) CORPORATION. Includes a domestic or foreign business corporation, including a benefit corporation, as defined in Chapter 2A, a domestic or foreign nonprofit corporation as defined in Chapter 3A, a domestic or foreign professional corporation as defined in Chapter 4, and those entities specified in Chapter 20 as corporate.",
          "role": "entity_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5.json",
          "source_sha256": "f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5",
          "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The conversion-effects subsection preserves property, obligations, proceedings, powers, and entity continuity.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-1-8.01(g)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(g) When a conversion becomes effective: (1) all property and contract rights owned by the converting entity remain vested in the converted entity without transfer, reversion, or impairment, and the title to any property vested by deed or otherwise in the converting entity shall not revert or be in any way impaired by reason of the conversion; (2) all debts, obligations, or other liabilities of the converting entity continue as debts, obligations, or other liabilities of the converted entity and neither the rights of creditors nor the liens upon the property of the converting entity shall be impaired by the conversion; (3) an action or proceeding pending by or against the converting entity continues as if the conversion had not occurred and the name of the converted entity may, but need not, be substituted for the name of the converting entity in any pending action or proceeding; (4) except as prohibited by law other than this chapter, all of the rights, privileges, immunities, powers, and purposes of the converting entity remain vested in the converted entity; (5) except as otherwise provided in the statement of conversion, the terms and conditions of the statement of conversion take effect; (6) except as otherwise agreed, for all purposes of the laws of this state, the converting entity shall not be required to wind up its affairs or pay its liabilities and distribute its assets, and the conversion shall not be deemed to constitute a dissolution of the converting entity; (7) for all purposes of the laws of this state, the rights, privileges, powers, interests in property, debts, liabilities, and duties of the converting entity, shall be the rights, privileges, powers, interests in property, debts, liabilities, and duties of the converted entity, and shall not be deemed as a consequence of the conversion, to have been transferred to the converted entity; (8) if the converted entity is a domestic entity, for all purposes of the laws of this state, the converted entity shall be deemed to be the same entity as the converting entity, and the conversion shall constitute a continuation of the existence of the converting entity in the form of the converted entity; (9) if the converting entity is a domestic entity, the existence of the converted entity shall be deemed to have commenced on the date the converting entity commenced its existence in the jurisdiction in which the converting entity was first created, formed, organized, incorporated, or otherwise came into being; (10) the conversion shall not affect the choice of law applicable to matters arising prior to conversion; (11) if the Secretary of State has assigned a unique identifying number or other designation to the converting entity and (i) the converted entity is formed pursuant to the laws of this state, or (ii) the converted entity is, within 30 days after the effective date of the conversion, registered to transact business in this state, then that unique identifying number or other designation shall continue to be assigned to the converted entity; and (12)(A) An owner with limited liability protection remains liable, if at all, for an obligation incurred by the converting entity before the conversion takes effect only to the extent, if any, the owner would have been liable if the conversion had not occurred. (B) An owner with limited liability protection who becomes an owner without limited liability protection is liable for an obligation of the converted entity incurred after conversion to the extent provided for by the laws applicable to the converted entity. (13) An owner without limited liability protection who as a result of a conversion becomes an owner of a converted entity with limited liability protection remains liable for an obligation incurred by the converting entity before the conversion takes effect only to the extent, if any, the owner would have been liable if the conversion had not occurred.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5",
      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.corp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "Ala. Code § 10A-1-1.03(17)",
          "quote": "(17) CORPORATION. Includes a domestic or foreign business corporation, including a benefit corporation, as defined in Chapter 2A, a domestic or foreign nonprofit corporation as defined in Chapter 3A, a domestic or foreign professional corporation as defined in Chapter 4, and those entities specified in Chapter 20 as corporate.",
          "role": "entity_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5.json",
          "source_sha256": "f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5",
          "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Another entity type may convert into an Alabama business corporation through a written plan satisfying § 10A-1-8.01(a).",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-1-8.01(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A conversion of an entity may be accomplished as provided in this section:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5",
      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "Ala. Code § 10A-1-1.03(17)",
          "quote": "(17) CORPORATION. Includes a domestic or foreign business corporation, including a benefit corporation, as defined in Chapter 2A, a domestic or foreign nonprofit corporation as defined in Chapter 3A, a domestic or foreign professional corporation as defined in Chapter 4, and those entities specified in Chapter 20 as corporate.",
          "role": "entity_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5.json",
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        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An Alabama business corporation may convert to another entity type through a written plan satisfying § 10A-1-8.01(a).",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-1-8.01(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A conversion of an entity may be accomplished as provided in this section:",
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      "reason_code": null,
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      "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5.json",
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      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Ala. Code § 10A-1-1.03(17)",
          "quote": "(17) CORPORATION. Includes a domestic or foreign business corporation, including a benefit corporation, as defined in Chapter 2A, a domestic or foreign nonprofit corporation as defined in Chapter 3A, a domestic or foreign professional corporation as defined in Chapter 4, and those entities specified in Chapter 20 as corporate.",
          "role": "entity_scope",
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          "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Alabama treats a foreign-to-Alabama corporate move as a conversion and requires the foreign jurisdiction’s law to permit it.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-1-8.04(a)(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) One or more foreign entities may merge with one or more domestic entities in accordance with Section 10A-1-8.02, and a foreign entity may convert to a domestic entity, or a domestic entity may convert to a foreign entity in accordance with Section 10A-1-8.01 only if:",
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      "reason_code": null,
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      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Ala. Code § 10A-1-1.03(17)",
          "quote": "(17) CORPORATION. Includes a domestic or foreign business corporation, including a benefit corporation, as defined in Chapter 2A, a domestic or foreign nonprofit corporation as defined in Chapter 3A, a domestic or foreign professional corporation as defined in Chapter 4, and those entities specified in Chapter 20 as corporate.",
          "role": "entity_scope",
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          "source_sha256": "f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5",
          "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D"
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      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Alabama treats a Alabama-to-foreign corporate move as a conversion and requires the foreign jurisdiction’s law to permit it.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-1-8.04(a)(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) One or more foreign entities may merge with one or more domestic entities in accordance with Section 10A-1-8.02, and a foreign entity may convert to a domestic entity, or a domestic entity may convert to a foreign entity in accordance with Section 10A-1-8.01 only if:",
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      "reason_code": null,
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      "source_class": "S1",
      "source_sha256": "f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5",
      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Chapter 1 defines the domestic and foreign organization types that may convert into a business corporation.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-1-1.03(31), (66)",
      "public_reason": null,
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      "quote": "(31) ENTITY. A domestic or foreign organization. […] (66) ORGANIZATION. A corporation, limited partnership, general partnership, limited liability company, business trust, real estate investment trust, joint venture, joint stock company, cooperative, association, or other organization, including, regardless of its organizational form, a bank, insurance company, credit union, and savings and loan association, whether for profit, not for profit, nonprofit, domestic, or foreign.",
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      "reason_code": null,
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      "source_sha256": "f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5",
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    "structuring:pp-conversion-domestication#AL.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Chapter 1 defines the domestic and foreign organization types into which a business corporation may convert.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-1-1.03(31), (66)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(31) ENTITY. A domestic or foreign organization. […] (66) ORGANIZATION. A corporation, limited partnership, general partnership, limited liability company, business trust, real estate investment trust, joint venture, joint stock company, cooperative, association, or other organization, including, regardless of its organizational form, a bank, insurance company, credit union, and savings and loan association, whether for profit, not for profit, nonprofit, domestic, or foreign.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
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      "source_sha256": "f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5",
      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The conversion filing-fee locator is Ala. Code § 10A-1-4.31(a)(1)(g).",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-1-4.31(a)(1)(g)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "g. Certificates, articles, or statements of merger, conversion, and share exchange: One hundred dollars ($100).",
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      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5",
      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Ala. Code § 10A-1-1.03(17)",
          "quote": "(17) CORPORATION. Includes a domestic or foreign business corporation, including a benefit corporation, as defined in Chapter 2A, a domestic or foreign nonprofit corporation as defined in Chapter 3A, a domestic or foreign professional corporation as defined in Chapter 4, and those entities specified in Chapter 20 as corporate.",
          "role": "entity_scope",
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      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The converted form determines which statement or certificate accompanies the statement of conversion under § 10A-1-8.01(d).",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-1-8.01(d)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(d) After the plan of conversion is approved pursuant to subsection (c): (1) if the converting entity is a filing entity, the converting entity shall deliver to the Secretary of State for filing, a statement of conversion, which must include: (A) the name, type of entity, and mailing address of the principal office of the converting entity, and its unique identifying number or other designation as assigned by the Secretary of State, if any, before conversion; (B) a statement that the converting entity has been converted into the converted entity; (C) the name and type of entity of the converted entity and the jurisdiction of its governing statute; (D) the street and mailing address of the principal office of the converted entity; (E) the date the conversion is effective under the governing statute of the converted entity; (F) a statement that the conversion was approved as required by this chapter; (G) a statement that the conversion was approved as required by the governing statute of the converted entity; (H) a statement that a copy of the plan of conversion will be furnished by the converted entity, on request and without cost, to any owner of the converted or converting entity; and (I) if the converted entity is a foreign entity not authorized to conduct activities and affairs in this state, the street and mailing address of an office for the purposes of Section 10A-1-8.04(b); and (2) if the converted entity is (I) a filing entity, the converting entity shall deliver to the Secretary of State for filing a certificate of formation or (II) a general partnership, the converting entity shall deliver to the Secretary of State for filing a statement of partnership, a statement of not for profit partnership, or a statement of limited liability partnership, as applicable, which certificate of formation or statement of partnership, statement of not for profit partnership, or statement of limited liability partnership, as applicable, must include, in addition to the information required in the chapter governing the certificate of formation of the converted entity, the following: (A) The name, mailing address of the principal office of, type of entity, and the jurisdiction of the governing statute of the converting entity and its unique identifying number or other designation as assigned by the Secretary of State, if any, before conversion; (B) A statement that the converting entity has been converted into the converted entity; (C) The filing office where the certificate of formation, if any, of the converting entity is filed and the date of the filing thereof; (D) If the converted entity is one in which one or more owners lack limited liability protection, a statement that each owner of the converting entity who is to become an owner without limited liability protection of the converted entity has consented in writing to the conversion as required by this section; and (E) A statement that the conversion was approved pursuant to this section and, if the converting entity is a foreign entity, that the conversion was approved as required by the governing statute of such foreign entity; (3) if the converting entity is required pursuant to subdivisions (1) and (2) to deliver to the Secretary of State for filing both (I) a statement of conversion and (II)(A) a certificate of formation or (B) a statement of partnership, statement of not for profit partnership, or statement of limited liability partnership, as applicable, then the converting entity shall deliver the statement of conversion and the certificate of formation or the statement of partnership, statement of not for profit partnership, or statement of limited liability partnership, as applicable, to the Secretary of State simultaneously; and (4) if the converting entity is a general partnership and that partnership does not have an effective statement of partnership, statement of not for profit partnership, or statement of limited liability partnership on file with the Secretary of State, then the converting entity must deliver to the Secretary of State for filing, a statement of partnership, statement of not for profit partnership, or statement of limited liability partnership simultaneously with the delivery to the Secretary of State for filing, of a statement of conversion.",
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      "reason_code": null,
      "rendered": "value",
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    "structuring:pp-conversion-domestication#AL.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "Ala. Code § 10A-1-1.03(17)",
          "quote": "(17) CORPORATION. Includes a domestic or foreign business corporation, including a benefit corporation, as defined in Chapter 2A, a domestic or foreign nonprofit corporation as defined in Chapter 3A, a domestic or foreign professional corporation as defined in Chapter 4, and those entities specified in Chapter 20 as corporate.",
          "role": "entity_scope",
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        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A cross-jurisdiction conversion must be permitted by the foreign entity’s governing law, and the foreign entity must comply with that law.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-1-8.04(a)(1)",
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      "publish_status": "publish_ready",
      "quote": "(1) The merger or conversion is permitted by the law of the state or country under whose law each foreign entity is formed and each foreign entity complies with that law in effecting the merger or conversion.",
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    "structuring:pp-conversion-domestication#AL.corp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "Ala. Code § 10A-1-1.03(17)",
          "quote": "(17) CORPORATION. Includes a domestic or foreign business corporation, including a benefit corporation, as defined in Chapter 2A, a domestic or foreign nonprofit corporation as defined in Chapter 3A, a domestic or foreign professional corporation as defined in Chapter 4, and those entities specified in Chapter 20 as corporate.",
          "role": "entity_scope",
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        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Title 10A defines conversion to include domestication and continuance between domestic and foreign entities.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-1-1.03(13)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(13) CONVERSION. A conversion, whether referred to as a conversion, domestication, or otherwise, means: (A) the continuance of a domestic entity as a foreign entity of any type; (B) the continuance of a foreign entity as a domestic entity of any type; or (C) the continuance of a domestic entity of one type as a domestic entity of another type.",
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      "reason_code": null,
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      "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5.json",
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      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.corp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "Ala. Code § 10A-1-7.11(c), foreign entity withdrawal (not a conversion)",
          "quote": "A certificate from the Alabama Department of Revenue that all applicable taxes and fees have been paid must be filed with the certificate of withdrawal.",
          "role": "responsive_hit_reviewed",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5.json",
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          "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D"
        },
        {
          "pinpoint": "Ala. Code § 10A-2A-9.13, deed transfer-tax exemption (an exemption, not a clearance)",
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    "structuring:pp-conversion-domestication#AL.llc.approvals": {
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      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "All members or partners must consent, and any person acquiring personal liability must consent to the plan.",
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      "quote": "(a) Subject to Section 10A-5A-10.09, a plan of conversion must be consented to by all the members of a converting limited liability company. […] (a) If a member of a converting or constituent limited liability company will have personal liability with respect to a converted or surviving organization, approval and amendment of a plan of conversion or plan of merger are ineffective without that member’s consent to the plan. (b) A member does not give the consent required by subsection (a) merely by consenting to a provision of the limited liability company agreement that permits the limited liability company agreement to be amended with the consent of fewer than all the members.",
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    "structuring:pp-conversion-domestication#AL.llc.continuity_language": {
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      "capture_date": "2026-10-02",
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      "display": "The conversion-effects subsection preserves property, obligations, proceedings, powers, and organizational continuity.",
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      "quote": "(a) When a conversion takes effect: (1) all property and contract rights owned by the converting organization, or series thereof, remains vested in the converted organization without transfer, reversion, or impairment and the title to any property vested by deed or otherwise in the converting organization shall not revert or be in any way impaired by reason of the conversion; (2) all debts, obligations, or other liabilities of the converting organization, or series thereof, continue as debts, obligations, or other liabilities of the converted organization and neither the rights of creditors, nor the liens upon the property of the converting organization shall be impaired by the conversion; (3) an action or proceeding pending by or against the converting organization, or series thereof, continues as if the conversion had not occurred and the name of the converted entity may, but need not, be substituted for the name of the converting entity in any pending action or proceeding; (4) except as prohibited by law other than this chapter, all of the rights, privileges, immunities, powers, and purposes of the converting organization, or series thereof, remain vested in the converted organization; (5) except as otherwise provided in the plan of conversion, the terms and conditions of the plan of conversion take effect; (6) except as otherwise agreed, for all purposes of the laws of this state, the converting organization, and any series thereof, shall not be required to wind up its affairs or pay its liabilities and distribute its assets, and the conversion shall not be deemed to constitute a dissolution of the converting organization, or series thereof; (7) for all purposes of the laws of this state, the rights, privileges, powers, interests in property, debts, liabilities, and duties of the converting organization, and all series thereof, shall be the rights, privileges, powers, interests in property, debts, liabilities, and duties of the converted organization, and shall not be deemed as a consequence of the conversion, to have been transferred to the converted organization; (8) if the converted organization is a limited liability company, for all purposes of the laws of this state, the limited liability company shall be deemed to be the same organization as the converting organization, and the conversion shall constitute a continuation of the existence of the converting organization in the form of a limited liability company; (9) if the converted organization is a limited liability company, the existence of the limited liability company shall be deemed to have commenced on the date the converting organization commenced its existence in the jurisdiction in which the converting organization was first created, formed, organized, incorporated, or otherwise came into being; (10) the conversion shall not affect the choice of law applicable to matters arising prior to conversion; and (11) If the Secretary of State has assigned a unique identifying number or other designation to the converting organization and (i) the converted organization is formed pursuant to, or its internal affairs are governed by, the laws of this state or (ii) the converted organization is, within 30 days after the effective date of the conversion, registered to transact business in this state, then that unique identifying number or other designation shall continue to be assigned to the converted organization.",
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      "quote": "g. Certificates, articles, or statements of merger, conversion, and share exchange: One hundred dollars ($100).",
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      "display": "The statute requires a statement of conversion and, when the converted organization is the in-state entity type, a certificate of formation.",
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      "quote": "(c) If the converting organization is an organization formed under, or its internal affairs are governed by, the laws of this state, then the converting organization shall deliver for filing the statement of conversion required under subsection (a)(1) to the Secretary of State. (d) If the converted organization is a limited liability company, the converting organization shall deliver for filing the certificate of formation required under subsection (a)(2) to the Secretary of State. (e) If the converting organization is required to deliver for filing a statement of conversion and a certificate of formation to the Secretary of State, then the converting organization shall deliver for filing the statement of conversion and the certificate of formation to the Secretary of State simultaneously.",
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    "structuring:pp-conversion-domestication#AL.llc.paired_jurisdiction_authorization": {
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      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-5A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.llc.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "Ala. Code § 10A-1-1.03(53)",
          "quote": "(53) LIMITED LIABILITY COMPANY. A limited liability company as defined in Chapter 5A.",
          "role": "entity_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5.json",
          "source_sha256": "f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5",
          "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Title 10A defines conversion to include domestication and continuance between domestic and foreign entities.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-1-1.03(13)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(13) CONVERSION. A conversion, whether referred to as a conversion, domestication, or otherwise, means: (A) the continuance of a domestic entity as a foreign entity of any type; (B) the continuance of a foreign entity as a domestic entity of any type; or (C) the continuance of a domestic entity of one type as a domestic entity of another type.",
      "readiness": "ready",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5",
      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The complete limited liability company conversion article states no tax-clearance, tax-payment, or good-standing condition.",
      "fetch_event_id": null,
      "pinpoint": null,
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      "quote": null,
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      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6d9c9a5543e51c95527cce616c71e0df4eaed14fa9cc09575c2c0e6efc2250dc",
      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-5A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "All members or partners must consent, and any person acquiring personal liability must consent to the plan.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code §§ 10A-9A-10.03(a), 10A-9A-10.10(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Subject to Section 10A-9A-10.10, a plan of conversion must be consented to by all the partners of a converting limited partnership. […] (a) If a partner of a converting or constituent limited partnership will have personal liability with respect to a converted or surviving organization, approval and amendment of a plan of conversion or plan of merger are ineffective without that partner’s consent to the plan. (b) An amendment to a certificate of formation which deletes a statement that the limited partnership is a limited liability limited partnership is ineffective without each general partner’s written consent to such amendment. (c) A partner does not give the consent required by subsection (a) or (b) merely by consenting to a provision of the partnership agreement that permits the partnership agreement to be amended with the consent of fewer than all the partners.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/9e0a3e122e5e00e221babb69957fc82aa7369e34f5147d04c2694e5f7e7aa3aa.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9e0a3e122e5e00e221babb69957fc82aa7369e34f5147d04c2694e5f7e7aa3aa",
      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-9A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The conversion-effects subsection preserves property, obligations, proceedings, powers, and organizational continuity.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-9A-10.05(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion takes effect: (1) all property and contract rights owned by the converting organization remains vested in the converted organization without transfer, reversion, or impairment and the title to any property vested by deed or otherwise in the converting organization shall not revert or be in any way impaired by reason of the conversion; (2) all debts, obligations, or other liabilities of the converting organization continue as debts, obligations, or other liabilities of the converted organization and neither the rights of creditors, nor the liens upon the property of the converting organization shall be impaired by the conversion; (3) an action or proceeding pending by or against the converting organization continues as if the conversion had not occurred and the name of the converted entity may, but need not, be substituted for the name of the converting entity in any pending action or proceeding; (4) except as prohibited by law other than this chapter, all of the rights, privileges, immunities, powers, and purposes of the converting organization remain vested in the converted organization; (5) except as otherwise provided in the plan of conversion, the terms and conditions of the plan of conversion take effect; (6) except as otherwise agreed, for all purposes of the laws of this state, the converting organization shall not be required to wind up its affairs or pay its liabilities and distribute its assets, and the conversion shall not be deemed to constitute a dissolution of the converting organization; (7) for all purposes of the laws of this state, the rights, privileges, powers, interests in property, debts, liabilities, and duties of the converting organization, shall be the rights, privileges, powers, interests in property, debts, liabilities, and duties of the converted organization, and shall not be deemed as a consequence of the conversion, to have been transferred to the converted organization; (8) if the converted organization is a limited partnership, for all purposes of the laws of this state, the limited partnership shall be deemed to be the same organization as the converting organization, and the conversion shall constitute a continuation of the existence of the converting organization in the form of a limited partnership; (9) if the converted organization is a limited partnership, the existence of the limited partnership shall be deemed to have commenced on the date the converting organization commenced its existence in the jurisdiction in which the converting organization was first created, formed, organized, incorporated, or otherwise came into being; (10) the conversion shall not affect the choice of law applicable to matters arising prior to conversion; and (11) if the Secretary of State has assigned a unique identifying number or other designation to the converting organization and (i) the converted organization is formed pursuant to, or its internal affairs are governed by, the laws of this state or (ii) the converted organization is, within 30 days after the effective date of the conversion, registered to transact business in this state, then that unique identifying number or other designation shall continue to be assigned to the converted organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/9e0a3e122e5e00e221babb69957fc82aa7369e34f5147d04c2694e5f7e7aa3aa.json",
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      "source_class": "S1",
      "source_sha256": "9e0a3e122e5e00e221babb69957fc82aa7369e34f5147d04c2694e5f7e7aa3aa",
      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-9A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Another organization may convert to an Alabama limited partnership if the three conditions in § 10A-9A-10.02(a) are met.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-9A-10.02(a)",
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      "quote": "(a) An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to an organization other than a limited partnership pursuant to this section, Sections 10A-9A-10.03 through 10A-9A-10.05, and a plan of conversion, if: (1) the governing statute of the organization that is not a limited partnership authorizes the conversion; (2) the law of the jurisdiction governing the converting organization and the converted organization does not prohibit the conversion; and (3) the converting organization and the converted organization each comply with the governing statute and organizational documents applicable to that organization in effecting the conversion.",
      "readiness": "ready",
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      "rendered": "value",
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      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9e0a3e122e5e00e221babb69957fc82aa7369e34f5147d04c2694e5f7e7aa3aa",
      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-9A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#AL.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An Alabama limited partnership may convert to another organization if the three conditions in § 10A-9A-10.02(a) are met.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-9A-10.02(a)",
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      "publish_status": "publish_ready",
      "quote": "(a) An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to an organization other than a limited partnership pursuant to this section, Sections 10A-9A-10.03 through 10A-9A-10.05, and a plan of conversion, if: (1) the governing statute of the organization that is not a limited partnership authorizes the conversion; (2) the law of the jurisdiction governing the converting organization and the converted organization does not prohibit the conversion; and (3) the converting organization and the converted organization each comply with the governing statute and organizational documents applicable to that organization in effecting the conversion.",
      "readiness": "ready",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/9e0a3e122e5e00e221babb69957fc82aa7369e34f5147d04c2694e5f7e7aa3aa.json",
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      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Ala. Code § 10A-1-1.03(57)",
          "quote": "(57) LIMITED PARTNERSHIP. A limited partnership as defined in Chapter 9A. The term includes a limited liability limited partnership as defined in Chapter 9A.",
          "role": "entity_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5.json",
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          "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Alabama treats a foreign-to-Alabama same-type move as a conversion and requires the foreign jurisdiction’s law to permit it.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-1-8.04(a)(1)-(2)",
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      "publish_status": "publish_ready",
      "quote": "(a) One or more foreign entities may merge with one or more domestic entities in accordance with Section 10A-1-8.02, and a foreign entity may convert to a domestic entity, or a domestic entity may convert to a foreign entity in accordance with Section 10A-1-8.01 only if:",
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      "source_class": "S1",
      "source_sha256": "f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5",
      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Ala. Code § 10A-1-1.03(57)",
          "quote": "(57) LIMITED PARTNERSHIP. A limited partnership as defined in Chapter 9A. The term includes a limited liability limited partnership as defined in Chapter 9A.",
          "role": "entity_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5.json",
          "source_sha256": "f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5",
          "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D"
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      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Alabama treats a Alabama-to-foreign same-type move as a conversion and requires the foreign jurisdiction’s law to permit it.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-1-8.04(a)(1)-(2)",
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      "publish_status": "publish_ready",
      "quote": "(a) One or more foreign entities may merge with one or more domestic entities in accordance with Section 10A-1-8.02, and a foreign entity may convert to a domestic entity, or a domestic entity may convert to a foreign entity in accordance with Section 10A-1-8.01 only if:",
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      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
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    "structuring:pp-conversion-domestication#AL.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The Alabama Limited Partnership Law defines the non-limited partnership organizations that may convert into an Alabama limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-9A-10.01",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(8) ORGANIZATION means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; nonprofit corporation; professional corporation; or any other person having a governing statute. The term includes domestic and foreign organizations whether or not organized for profit.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/9e0a3e122e5e00e221babb69957fc82aa7369e34f5147d04c2694e5f7e7aa3aa.json",
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      "source_class": "S1",
      "source_sha256": "9e0a3e122e5e00e221babb69957fc82aa7369e34f5147d04c2694e5f7e7aa3aa",
      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-9A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
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    "structuring:pp-conversion-domestication#AL.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The Alabama Limited Partnership Law defines the non-limited partnership organizations into which an Alabama limited partnership may convert.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-9A-10.01",
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      "publish_status": "publish_ready",
      "quote": "(8) ORGANIZATION means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; nonprofit corporation; professional corporation; or any other person having a governing statute. The term includes domestic and foreign organizations whether or not organized for profit.",
      "readiness": "ready",
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    "structuring:pp-conversion-domestication#AL.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The conversion filing-fee locator is Ala. Code § 10A-1-4.31(a)(1)(g).",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-1-4.31(a)(1)(g)",
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      "publish_status": "publish_ready",
      "quote": "g. Certificates, articles, or statements of merger, conversion, and share exchange: One hundred dollars ($100).",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5.json",
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      "source_class": "S1",
      "source_sha256": "f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5",
      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The statute requires a statement of conversion and, when the converted organization is the in-state entity type, a certificate of formation.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-9A-10.04(c)-(e)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) If the converting organization is an organization formed under, or its internal affairs are governed by, the laws of this state, then the converting organization shall deliver for filing the statement of conversion required under subsection (a)(1) to the Secretary of State. (d) If the converted organization is a limited partnership, the converting organization shall deliver for filing the certificate of formation required under subsection (a)(2) to the Secretary of State. (e) If the converting organization is required to deliver for filing a statement of conversion and a certificate of formation to the Secretary of State, then the converting organization shall deliver for filing the statement of conversion and the certificate of formation to the Secretary of State simultaneously.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/9e0a3e122e5e00e221babb69957fc82aa7369e34f5147d04c2694e5f7e7aa3aa.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9e0a3e122e5e00e221babb69957fc82aa7369e34f5147d04c2694e5f7e7aa3aa",
      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-9A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The other organization’s governing statute must authorize the conversion, and neither governing jurisdiction may prohibit it.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-9A-10.02(a)(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) the governing statute of the organization that is not a limited partnership authorizes the conversion; (2) the law of the jurisdiction governing the converting organization and the converted organization does not prohibit the conversion; and",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/9e0a3e122e5e00e221babb69957fc82aa7369e34f5147d04c2694e5f7e7aa3aa.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9e0a3e122e5e00e221babb69957fc82aa7369e34f5147d04c2694e5f7e7aa3aa",
      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-9A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.lp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "Ala. Code § 10A-1-1.03(57)",
          "quote": "(57) LIMITED PARTNERSHIP. A limited partnership as defined in Chapter 9A. The term includes a limited liability limited partnership as defined in Chapter 9A.",
          "role": "entity_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5.json",
          "source_sha256": "f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5",
          "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Title 10A defines conversion to include domestication and continuance between domestic and foreign entities.",
      "fetch_event_id": null,
      "pinpoint": "Ala. Code § 10A-1-1.03(13)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(13) CONVERSION. A conversion, whether referred to as a conversion, domestication, or otherwise, means: (A) the continuance of a domestic entity as a foreign entity of any type; (B) the continuance of a foreign entity as a domestic entity of any type; or (C) the continuance of a domestic entity of one type as a domestic entity of another type.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f2175d45b805e3b455646e79989f89db982c2c01d36c0cb1089417b377a08fc5",
      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AL.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The complete limited partnership conversion article states no tax-clearance, tax-payment, or good-standing condition.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AL/snapshots/c50/AL/9e0a3e122e5e00e221babb69957fc82aa7369e34f5147d04c2694e5f7e7aa3aa.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9e0a3e122e5e00e221babb69957fc82aa7369e34f5147d04c2694e5f7e7aa3aa",
      "source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-9A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Ark. Code § 4-27-1103(d)-(e)",
          "quote": "(d)\n\nUnless this chapter, the articles of incorporation, or the board\n\n\nof directors acting under subsection (b) of this section require a greater\n\n\nvote or a vote by voting groups, the plan of conversion to be authorized must\n\n\n\n\n\n\n\n\nbe approved by each voting group entitled to vote separately on the plan by a\n\n\nmajority of all the votes entitled to be cast on the plan by the voting\n\n\ngroup.\n\n\n(e)\n\nSubject to any contractual rights, until a conversion is filed\n\n\nunder § 4-27-1104, a converting corporation may amend the plan or abandon the\n\n\nplanned conversion:\n\n\n(1)\n\nAs provided in the plan; and\n\n\n(2)\n\nExcept as prohibited by the plan, by the same consent\n\n\nrequired to approve the plan.",
          "role": "remaining voting-group and amendment/abandonment approvals",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/c50/AR/d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c.pdf",
          "source_sha256": "d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c",
          "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The board recommends the corporation conversion plan, and the entitled shareholders and voting groups approve it.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-27-1103",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-27-1103.       Action on plan of conversion by converting corporation.\n(a)   A plan of conversion may be approved if the:\n(1)      Board of directors recommends the plan of conversion to the\nshareholders, unless the board of directors:\n(A)   Determines that because of a conflict of interest or\nother special circumstances it should make no recommendation; and\n(B)   Communicates the basis for its determination at the\ntime the plan of conversion is submitted to the shareholders; and\n(2)      Shareholders entitled to vote approve the plan.\n(b)   The board of directors may condition its submission of the\nproposed conversion on any basis.\n(c)(1)    The corporation shall notify each shareholder, whether or not\nentitled to vote, of the proposed shareholders' meeting in accordance with §\n4-27-705.\n(2)      The notice shall:\n(A)   State that a purpose of the meeting is to consider the\nplan of conversion; and\n(B)   Contain or be accompanied by a copy or summary of the\nplan.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/c50/hb1462-bill/AR/8c4eb171c430a3d22acf5964cf97954a72c40fcd8180f277b33fe5740828ccd4.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8c4eb171c430a3d22acf5964cf97954a72c40fcd8180f277b33fe5740828ccd4",
      "source_url": "https://arkleg.state.ar.us/Home/FTPDocument?path=%2FBills%2F2009%2FPublic%2FHB1462.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Ark. Code § 4-27-1105(c)(1)",
          "quote": "(c)(1)\n\nA converted organization that is a foreign organization\n\nconsents to the jurisdiction of the courts of this state to enforce any\n\n\n\n\n\n\n\n\nobligation owed by the converting corporation, if before the conversion the\n\n\nconverting corporation was subject to suit in this state on the obligation.",
          "role": "foreign-organization jurisdiction continuation",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/c50/AR/d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c.pdf",
          "source_sha256": "d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c",
          "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf"
        },
        {
          "pinpoint": "Ark. Code § 4-27-1105(c)(2)",
          "quote": "(2)      A converted organization that is a foreign organization and\nnot authorized to transact business in this state may be served with process\nunder § 4-20-113 if the converted organization:\n(A)   Fails to appoint an agent for service of process under\n§ 4-20-112;\n(B)   No longer has an agent for service of process; or\n(C)   Has an agent for service of process that cannot with\nreasonable diligence be served.",
          "role": "foreign-organization service-of-process continuation",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/c50/hb1462-bill/AR/8c4eb171c430a3d22acf5964cf97954a72c40fcd8180f277b33fe5740828ccd4.pdf",
          "source_sha256": "8c4eb171c430a3d22acf5964cf97954a72c40fcd8180f277b33fe5740828ccd4",
          "source_url": "https://arkleg.state.ar.us/Home/FTPDocument?path=%2FBills%2F2009%2FPublic%2FHB1462.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The converted organization remains the same entity; property, obligations, rights, and pending proceedings continue.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-27-1105",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-27-1105.        Effect of conversion.\n(a)    An organization that has been converted under this subchapter is\nfor all purposes the same entity that existed before the conversion.\n(b)    When a conversion takes effect:\n(1)      All property owned by the converting organization remains\nvested in the converted organization;\n(2)      All debts, liabilities, and other obligations of the\nconverting organization continue as obligations of the converted\norganization;\n(3)      An action or proceeding pending by or against the converting\norganization may be continued as if the conversion had not occurred;\n(4)      Except as prohibited by other law, all of the rights,\nprivileges, immunities, powers, and purposes of the converting organization\nremain vested in the converted organization;\n(5)      Except as otherwise provided in the plan of conversion, the\nterms and conditions of the plan of conversion take effect; and\n(6)      Except as otherwise agreed, the conversion does not dissolve\na converting corporation under § 4-27-1401 et seq.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/c50/hb1462-bill/AR/8c4eb171c430a3d22acf5964cf97954a72c40fcd8180f277b33fe5740828ccd4.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8c4eb171c430a3d22acf5964cf97954a72c40fcd8180f277b33fe5740828ccd4",
      "source_url": "https://arkleg.state.ar.us/Home/FTPDocument?path=%2FBills%2F2009%2FPublic%2FHB1462.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Arkansas conditionally authorizes conversion into a domestic CORP under the other organization's governing law.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-27-1102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-27-1102.\n\n\n(a)\n\n\nConversion.\n\nAn organization other than a corporation may convert to a\n\ncorporation, and a corporation may convert to another organization under this\n\n\n\n\n\n\n\nsection and §§ 4-27-1103 through 4-27-1105 and a plan of conversion, if the:\n\n\n(1)\n\nOther organization's governing statute authorizes the\n\nconversion and is complied with; and\n\n\n\n(2)\n\nConversion is not prohibited by the law of the jurisdiction\n\nthat enacted the governing statute.\n\n\n(b)\n\nA plan of conversion must be in a record and must include the:\n\n\n(1)\n\nName and form of the organization before conversion;\n\n\n(2)\n\nName and form of the organization after conversion;\n\n\n(3)\n\nTerms and conditions of the conversion, including the manner\n\n\nand basis for converting interests in the converting organization into any\n\n\ncombination of money, interests in the converted organization, and other\n\n\nconsideration; and\n\n\n(4)\n\nOrganizational documents of the converted organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/c50/AR/d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Arkansas conditionally authorizes conversion out of a domestic CORP under the other organization's governing law.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-27-1102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-27-1102.\n\n\n(a)\n\n\nConversion.\n\nAn organization other than a corporation may convert to a\n\ncorporation, and a corporation may convert to another organization under this\n\n\n\n\n\n\n\nsection and §§ 4-27-1103 through 4-27-1105 and a plan of conversion, if the:\n\n\n(1)\n\nOther organization's governing statute authorizes the\n\nconversion and is complied with; and\n\n\n\n(2)\n\nConversion is not prohibited by the law of the jurisdiction\n\nthat enacted the governing statute.\n\n\n(b)\n\nA plan of conversion must be in a record and must include the:\n\n\n(1)\n\nName and form of the organization before conversion;\n\n\n(2)\n\nName and form of the organization after conversion;\n\n\n(3)\n\nTerms and conditions of the conversion, including the manner\n\n\nand basis for converting interests in the converting organization into any\n\n\ncombination of money, interests in the converted organization, and other\n\n\nconsideration; and\n\n\n(4)\n\nOrganizational documents of the converted organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/c50/AR/d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Ark. Code § 4-27-1101 definitions",
          "quote": "“Organization” means:\n\n\n\n\n\n\n\n\n(i)\n\nA partnership, including a limited liability\n\n(ii)\n\nA limited partnership, including a limited\n\npartnership;\n\n\nliability limited partnership;\n\n\n(iii)\n\nA limited liability company;\n\n\n(iv)\n\nA business trust;\n\n\n(v)\n\nA corporation; or\n\n\n(vi)\n\nAny other entity that has a governing statute.\n\n\n(B)\n\norganization whether or not the organization is organized for profit;\n\n\n(9)",
          "role": "domestic/foreign entity scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/c50/AR/d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c.pdf",
          "source_sha256": "d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c",
          "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A same-type interstate CORP move into Arkansas is handled as a conversion and remains subject to the other jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-27-1102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-27-1102.\n\n\n(a)\n\n\nConversion.\n\nAn organization other than a corporation may convert to a\n\ncorporation, and a corporation may convert to another organization under this\n\n\n\n\n\n\n\nsection and §§ 4-27-1103 through 4-27-1105 and a plan of conversion, if the:\n\n\n(1)\n\nOther organization's governing statute authorizes the\n\nconversion and is complied with; and\n\n\n\n(2)\n\nConversion is not prohibited by the law of the jurisdiction\n\nthat enacted the governing statute.\n\n\n(b)\n\nA plan of conversion must be in a record and must include the:\n\n\n(1)\n\nName and form of the organization before conversion;\n\n\n(2)\n\nName and form of the organization after conversion;\n\n\n(3)\n\nTerms and conditions of the conversion, including the manner\n\n\nand basis for converting interests in the converting organization into any\n\n\ncombination of money, interests in the converted organization, and other\n\n\nconsideration; and\n\n\n(4)\n\nOrganizational documents of the converted organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/c50/AR/d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Ark. Code § 4-27-1101 definitions",
          "quote": "“Organization” means:\n\n\n\n\n\n\n\n\n(i)\n\nA partnership, including a limited liability\n\n(ii)\n\nA limited partnership, including a limited\n\npartnership;\n\n\nliability limited partnership;\n\n\n(iii)\n\nA limited liability company;\n\n\n(iv)\n\nA business trust;\n\n\n(v)\n\nA corporation; or\n\n\n(vi)\n\nAny other entity that has a governing statute.\n\n\n(B)\n\norganization whether or not the organization is organized for profit;\n\n\n(9)",
          "role": "domestic/foreign entity scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/c50/AR/d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c.pdf",
          "source_sha256": "d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c",
          "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A same-type interstate CORP move out of Arkansas is handled as a conversion and remains subject to the other jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-27-1102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-27-1102.\n\n\n(a)\n\n\nConversion.\n\nAn organization other than a corporation may convert to a\n\ncorporation, and a corporation may convert to another organization under this\n\n\n\n\n\n\n\nsection and §§ 4-27-1103 through 4-27-1105 and a plan of conversion, if the:\n\n\n(1)\n\nOther organization's governing statute authorizes the\n\nconversion and is complied with; and\n\n\n\n(2)\n\nConversion is not prohibited by the law of the jurisdiction\n\nthat enacted the governing statute.\n\n\n(b)\n\nA plan of conversion must be in a record and must include the:\n\n\n(1)\n\nName and form of the organization before conversion;\n\n\n(2)\n\nName and form of the organization after conversion;\n\n\n(3)\n\nTerms and conditions of the conversion, including the manner\n\n\nand basis for converting interests in the converting organization into any\n\n\ncombination of money, interests in the converted organization, and other\n\n\nconsideration; and\n\n\n(4)\n\nOrganizational documents of the converted organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/c50/AR/d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The CORP conversion subchapter defines a broad domestic-and-foreign organization universe.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-27-1101(8)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Organization” means:\n\n\n\n\n\n\n\n\n(i)\n\nA partnership, including a limited liability\n\n(ii)\n\nA limited partnership, including a limited\n\npartnership;\n\n\nliability limited partnership;\n\n\n(iii)\n\nA limited liability company;\n\n\n(iv)\n\nA business trust;\n\n\n(v)\n\nA corporation; or\n\n\n(vi)\n\nAny other entity that has a governing statute.\n\n\n(B)\n\norganization whether or not the organization is organized for profit;\n\n\n(9)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/c50/AR/d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A domestic CORP may convert within the subchapter's defined organization universe.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-27-1101(8)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Organization” means:\n\n\n\n\n\n\n\n\n(i)\n\nA partnership, including a limited liability\n\n(ii)\n\nA limited partnership, including a limited\n\npartnership;\n\n\nliability limited partnership;\n\n\n(iii)\n\nA limited liability company;\n\n\n(iv)\n\nA business trust;\n\n\n(v)\n\nA corporation; or\n\n\n(vi)\n\nAny other entity that has a governing statute.\n\n\n(B)\n\norganization whether or not the organization is organized for profit;\n\n\n(9)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/c50/AR/d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The Arkansas Secretary of State CORP forms table provides a conversion filing-fee locator.",
      "fetch_event_id": null,
      "pinpoint": "Arkansas Secretary of State corporation forms/fees table — Articles of Conversion row",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Articles of Conversion Art_Conv N/A $50.00 N/A",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/AR/2a4c0f7ad1a9ec63db596807b18e48c8802ab6bd1df31a4702ab8eb5af6018cc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2a4c0f7ad1a9ec63db596807b18e48c8802ab6bd1df31a4702ab8eb5af6018cc",
      "source_url": "https://www.sos.arkansas.gov/business-commercial-services-bcs/forms-fees/corporations",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The filing instruments are a plan and articles of conversion, or articles of incorporation for an inbound conversion.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-27-1104",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-27-1104.\n\n\n(a)(1)\n\n\nFilings required for conversion — Effective date.\n\nAfter a plan of conversion is approved a converting corporation\n\nshall file articles of conversion with the Secretary of State.\n(2)\n\nThe articles of conversion shall include:\n(A)\n\nA statement that the corporation has been converted\n\ninto another organization;\n\n\n(B)\n\n\njurisdiction of its governing statute;\n\n\n(C)\n\n\nThe name and form of the organization and the\nThe date the conversion is effective under the\n\ngoverning statute of the converted organization;\n(D)\n\nA statement that the conversion was approved as\n\nrequired by this chapter;\n(E)\n\nA statement that the conversion was approved as\n\nrequired by the governing statute of the converted organization;\n\n(F)\n\nA statement confirming that the converted organization\n\n\nhas filed a statement appointing an agent for service of process under § 4-\n\n\n20-112 if the converted organization is a foreign organization not authorized\n\n\nto transact business in this state; and\n\n\n(G)(i)\n\n\n(ii)\n\n\nA copy of the plan of conversion; or\nA statement that:\n(a)\n\nContains the address of an office of the\n\norganization where the plan of conversion is on file; and\n\n\n(b)\n\nA copy of the plan of conversion will be\n\n\nfurnished by the converting corporation on request and without cost to any\n\n\nshareholder of the converting corporation.\n\n\n(b)(1)\n\nIf the converting organization is not a converting\n\n\n\n\n\n\n\n\ncorporation, the converting organization shall file articles of incorporation\n\n\nwith the Secretary of State.\n\n\n(2)\n\nThe articles of incorporation shall include, in addition to\n\n\nthe information required by § 4-27-202:\n\n\n(A)\n\n\nanother organization;\n\n\n(B)\n\n\n\n(C)\n(c)\n\nA conversion becomes effective:\n(1)\n\nIf the converted organization is a corporation, when the\n\narticles of incorporation take effect; and\n\n\nA statement that the conversion was approved in a\n\nmanner that complied with the organization's governing statute.\n\n\nThe name and form of the organization and the\n\njurisdiction of its governing statute; and\n\n\nA statement that the corporation was converted from\n\n(2)\n\nIf the converted organization is not a corporation, as\n\nprovided by the governing statute of the converted organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/c50/AR/d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The other organization's governing statute must authorize the conversion, and its jurisdiction's law must not prohibit it.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-27-1102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-27-1102.\n\n\n(a)\n\n\nConversion.\n\nAn organization other than a corporation may convert to a\n\ncorporation, and a corporation may convert to another organization under this\n\n\n\n\n\n\n\nsection and §§ 4-27-1103 through 4-27-1105 and a plan of conversion, if the:\n\n\n(1)\n\nOther organization's governing statute authorizes the\n\nconversion and is complied with; and\n\n\n\n(2)\n\nConversion is not prohibited by the law of the jurisdiction\n\nthat enacted the governing statute.\n\n\n(b)\n\nA plan of conversion must be in a record and must include the:\n\n\n(1)\n\nName and form of the organization before conversion;\n\n\n(2)\n\nName and form of the organization after conversion;\n\n\n(3)\n\nTerms and conditions of the conversion, including the manner\n\n\nand basis for converting interests in the converting organization into any\n\n\ncombination of money, interests in the converted organization, and other\n\n\nconsideration; and\n\n\n(4)\n\nOrganizational documents of the converted organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/c50/AR/d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The Arkansas CORP statute uses conversion for the covered entity-form and interstate moves.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-27-1102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-27-1102.\n\n\n(a)\n\n\nConversion.\n\nAn organization other than a corporation may convert to a\n\ncorporation, and a corporation may convert to another organization under this\n\n\n\n\n\n\n\nsection and §§ 4-27-1103 through 4-27-1105 and a plan of conversion, if the:\n\n\n(1)\n\nOther organization's governing statute authorizes the\n\nconversion and is complied with; and\n\n\n\n(2)\n\nConversion is not prohibited by the law of the jurisdiction\n\nthat enacted the governing statute.\n\n\n(b)\n\nA plan of conversion must be in a record and must include the:\n\n\n(1)\n\nName and form of the organization before conversion;\n\n\n(2)\n\nName and form of the organization after conversion;\n\n\n(3)\n\nTerms and conditions of the conversion, including the manner\n\n\nand basis for converting interests in the converting organization into any\n\n\ncombination of money, interests in the converted organization, and other\n\n\nconsideration; and\n\n\n(4)\n\nOrganizational documents of the converted organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/c50/AR/d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No tax-clearance or good-standing condition is stated in the mapped CORP transaction provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/c50/AR/d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d31b3094ddf0cc163815c93b1db0612c88cecd3cbd83a259883180a804d6bd2c",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "§ 4-38-1053",
          "quote": "4-38-1053.\n\n\n(a)\n\n\nA plan of domestication of a domestic domesticating limited\n\nliability company is not effective unless it has been approved:\n\n\nApproval of domestication.\n\n(1)\n\nby all the members entitled to vote on or consent to any\n\n(2)\n\nin a record, by each member that will have interest holder\n\nmatter; and\n\n\nliability for debts, obligations, and other liabilities that are incurred\n\n\nafter the domestication becomes effective, unless:\n\n\n(A)\n\nthe operating agreement of the domesticating company\n\n\nin a record provides for the approval of a domestication or merger in which\n\n\nsome or all of its members become subject to interest holder liability by the\n\n\naffirmative vote or consent of fewer than all the members; and\n\n\n(B)\n\nthe member voted for or consented in a record to that\n\n\nprovision of the operating agreement or became a member after the adoption of\n\n\nthat provision.\n\n\n(b)\n\nA domestication of a foreign domesticating limited liability\n\n\ncompany is not effective unless it is approved in accordance with the law of\n\n\nthe foreign limited liability company’s jurisdiction of formation.",
          "role": "domestication approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act1041-2021-uniform-llc-act.pdf",
          "source_sha256": "39678bb9410435cebe82fa55af25e305b880ccc44bc5cfb1237777bd2195a151",
          "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "LLC conversion and domestication plans require the member approvals and recorded consents stated in the Act.",
      "fetch_event_id": null,
      "pinpoint": "Act 1041 of 2021, § 4-38-1043",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-38-1043.\n\n\n(a)\n\n\nApproval of conversion.\n\nA plan of conversion is not effective unless it has been approved:\n(1)\n\nby a domestic converting limited liability company, by all\n\n\nthe members of the limited liability company entitled to vote on or consent\n\n\nto any matter; and\n\n\n(2)\n\nin a record, by each member of a domestic converting limited\n\n\nliability company which will have interest holder liability for debts,\n\n\nobligations, and other liabilities that are incurred after the conversion\n\n\nbecomes effective, unless:\n\n\n(A)\n\nthe operating agreement of the company provides in a\n\n\nrecord for the approval of a conversion or a merger in which some or all of\n\n\nits members become subject to interest holder liability by the affirmative\n\n\nvote or consent of fewer than all the members; and\n\n\n(B)\n\nthe member voted for or consented in a record to that\n\n\nprovision of the operating agreement or became a member after the adoption of\n\n\nthat provision.\n\n\n(b)\n\nA conversion involving a domestic converting entity that is not a\n\n\nlimited liability company is not effective unless it is approved by the\n\n\ndomestic converting entity in accordance with its organic law.\n\n04-21-2021 14:17:01 ANS038\n\n\n\n(c)\n\nS4/21/21\n\n\nA conversion of a foreign converting entity is not effective\n\n\nunless it is approved by the foreign entity in accordance with the law of the\n\n\nforeign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act1041-2021-uniform-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "39678bb9410435cebe82fa55af25e305b880ccc44bc5cfb1237777bd2195a151",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "§ 4-38-1056",
          "quote": "4-38-1056.\n\n\n(a)\n\n\nWhen a domestication becomes effective:\n(1)\n\n\nEffect of domestication.\nthe domesticated entity is:\n(A)\n\ndomesticated entity; and\n\n\n(B)\n\n\ndomesticating entity;\n\n\norganized under and subject to the organic law of the\n\n(2)\n\nthe same entity without interruption as the\n\nall property of the domesticating entity continues to be\n\nvested in the domesticated entity without transfer, reversion, or impairment;\n\n04-21-2021 14:17:01 ANS038\n\n\n\n(3)\n\nS4/21/21\n\n\nall debts, obligations, and other liabilities of the\n\n\ndomesticating entity continue as debts, obligations, and other liabilities of\n\n\nthe domesticated entity;\n\n\n(4)\n\nexcept as otherwise provided by law or the plan of\n\n\ndomestication, all the rights, privileges, immunities, powers, and purposes\n\n\nof the domesticating entity remain in the domesticated entity;\n\n\n(5)\n\nthe name of the domesticating entity in any pending action or proceeding;\n\n\nthe name of the domesticated entity may be substituted for\n\n(6)\n\nthe certificate of organization of the domesticated entity\n\nbecomes effective;\n\n\n(7)\n\nthe provisions of the operating agreement of the\n\n\ndomesticated entity that are to be in a record, if any, approved as part of\n\n\nthe plan of domestication become effective; and\n\n\n(8)\n\nthe interests in the domesticating entity are converted to\n\n\nthe extent and as approved in connection with the domestication, and the\n\n\nmembers of the domesticating entity are entitled only to the rights provided\n\n\nto them under the plan of domestication and to any appraisal rights they have\n\n\nunder § 4-38-1006.\n\n\n(b)\n\nExcept as otherwise provided in the organic law or operating\n\n\nagreement of the domesticating limited liability company, the domestication\n\n\ndoes not give rise to any rights that a member, manager, or third party would\n\n\notherwise have upon a dissolution, liquidation, or winding up of the\n\n\ndomesticating company.\n\n\n(c)\n\nWhen a domestication becomes effective, a person that did not have\n\n\ninterest holder liability with respect to the domesticating limited liability\n\n\ncompany and becomes subject to interest holder liability with respect to a\n\n\ndomestic company as a result of the domestication has interest holder\n\n\nliability only to the extent provided by this chapter and only for those\n\n\ndebts, obligations, and other liabilities that are incurred after the\n\n\ndomestication becomes effective.\n\n\n(d)\n\nWhen a domestication becomes effective, the interest holder\n\n\nliability of a person that ceases to hold an interest in a domestic\n\n\ndomesticating limited liability company with respect to which the person had\n\n\ninterest holder liability is subject to the following rules:\n\n\n(1)\n\nThe domestication does not discharge any interest holder\n\nliability under this chapter to the extent the interest holder liability was\n\n04-21-2021 14:17:01 ANS038\n\n\n\nS4/21/21\n\n\nincurred before the domestication became effective.\n\n\n(2)\n\nA person does not have interest holder liability under this\n\n\nchapter for any debt, obligation, or other liability that is incurred after\n\n\nthe domestication becomes effective.\n\n\n(3)\n\nThis chapter continues to apply to the release, collection,\n\n\nor discharge of any interest holder liability preserved under paragraph (1)\n\n\nas if the domestication had not occurred.\n\n\n(4)\n\nA person has whatever rights of contribution from any other\n\n\nperson as are provided by this chapter, law other than this chapter, or the\n\n\noperating agreement of the domestic domesticating limited liability company\n\n\nwith respect to any interest holder liability preserved under paragraph (1)\n\n\nas if the domestication had not occurred.\n\n\n(e)\n\nWhen a domestication becomes effective, a foreign limited\n\n\nliability company that is the domesticated company may be served with process\n\n\nin this state for the collection and enforcement of any of its debts,\n\n\nobligations, and other liabilities as provided in § 4-38-119.\n\n\n(f)\n\nIf the domesticating limited liability company is a registered\n\n\nforeign entity, the registration of the company is canceled when the\n\n\ndomestication becomes effective.\n\n\n(g)\n\nA domestication does not require a domestic domesticating limited\n\n\nliability company to wind up its affairs and does not constitute or cause the\n\n\ndissolution of the company.",
          "role": "domestication effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act1041-2021-uniform-llc-act.pdf",
          "source_sha256": "39678bb9410435cebe82fa55af25e305b880ccc44bc5cfb1237777bd2195a151",
          "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Conversion and domestication continue the same entity, property, liabilities, rights, and pending proceedings without interruption.",
      "fetch_event_id": null,
      "pinpoint": "Act 1041 of 2021, § 4-38-1046",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-38-1046.\n\n\n(a)\n\n\nEffect of conversion.\n\nWhen a conversion becomes effective:\n(1)\n\nthe converted entity is:\n\n\n(A)\n\n\nconverted entity; and\n\n\n(B)\n\n\nthe same entity without interruption as the converting\n\nentity;\n\n\norganized under and subject to the organic law of the\n\n(2)\n\nall property of the converting entity continues to be vested\n\nin the converted entity without transfer, reversion, or impairment;\n\n\n(3)\n\nall debts, obligations, and other liabilities of the\n\n\nconverting entity continue as debts, obligations, and other liabilities of\n\n\nthe converted entity;\n\n\n(4)\n\nexcept as otherwise provided by law or the plan of\n\n\nconversion, all the rights, privileges, immunities, powers, and purposes of\n\n\nthe converting entity remain in the converted entity;\n\n\n(5)\n\nname of the converting entity in any pending action or proceeding;\n\n\nthe name of the converted entity may be substituted for the\n\n(6)\n\nthe certificate of organization of the converted entity\n\nbecomes effective;\n\n\n(7)\n\nthe provisions of the operating agreement of the converted\n\n\nentity which are to be in a record, if any, approved as part of the plan of\n\n\nconversion become effective; and\n\n\n(8)\n\nthe interests in the converting entity are converted, and\n\n\nthe interest holders of the converting entity are entitled only to the rights\n\n\nprovided to them under the plan of conversion and to any appraisal rights\n\n\nthey have under § 4-38-1006.\n\n\n(b)\n\nExcept as otherwise provided in the operating agreement of a\n\n\ndomestic converting limited liability company, the conversion does not give\n\n\nrise to any rights that a member, manager, or third party would have upon a\n\n04-21-2021 14:17:01 ANS038\n\n\n\nS4/21/21\n\n\ndissolution, liquidation, or winding up of the converting entity.\n(c)\n\nWhen a conversion becomes effective, a person that did not have\n\n\ninterest holder liability with respect to the converting entity and becomes\n\n\nsubject to interest holder liability with respect to a domestic entity as a\n\n\nresult of the conversion has interest holder liability only to the extent\n\n\nprovided by the organic law of the entity and only for those debts,\n\n\nobligations, and other liabilities that are incurred after the conversion\n\n\nbecomes effective.\n\n\n(d)\n\nWhen a conversion becomes effective, the interest holder liability\n\n\nof a person that ceases to hold an interest in a domestic converting limited\n\n\nliability company with respect to which the person had interest holder\n\n\nliability is subject to the following rules:\n\n\n(1)\n\nThe conversion does not discharge any interest holder\n\n\nliability under this chapter to the extent the interest holder liability was\n\n\nincurred before the conversion became effective;\n\n\n(2)\n\nThe person does not have interest holder liability under\n\n\nthis chapter for any debt, obligation, or other liability that arises after\n\n\nthe conversion becomes effective;\n\n\n(3)\n\nThis chapter continues to apply to the release, collection,\n\n\nor discharge of any interest holder liability preserved under paragraph (1)\n\n\nas if the conversion had not occurred; and\n\n\n(4)\n\nThe person has whatever rights of contribution from any\n\n\nother person as are provided by this chapter, law other than this chapter, or\n\n\nthe organic rules of the converting entity with respect to any interest\n\n\nholder liability preserved under paragraph (1) as if the conversion had not\n\n\noccurred.\n\n\n(e)\n\nWhen a conversion becomes effective, a foreign entity that is the\n\n\nconverted entity may be served with process in this state for the collection\n\n\nand enforcement of any of its debts, obligations, and other liabilities as\n\n\nprovided in § 4-38-119.\n\n\n(f)\n\nIf the converting entity is a registered foreign entity, its\n\n\nregistration to do business in this state is canceled when the conversion\n\n\nbecomes effective.\n\n\n(g)\n\nA conversion does not require the entity to wind up its affairs\n\nand does not constitute or cause the dissolution of the entity.\n\n\n04-21-2021 14:17:01 ANS038\n\n\n\nS4/21/21",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act1041-2021-uniform-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "39678bb9410435cebe82fa55af25e305b880ccc44bc5cfb1237777bd2195a151",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Arkansas conditionally authorizes conversion into a domestic LLC, subject to entity type and other-jurisdiction law.",
      "fetch_event_id": null,
      "pinpoint": "Act 1041 of 2021, § 4-38-1041",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-38-1041.\n\n\n(a)\n\n\nConversion authorized.\n\nBy complying with this part, a domestic limited liability company\n\nmay become:\n\n\n(1)\n\na domestic entity that is a different type of entity; or\n\n\n(2)\n\na foreign entity that is a different type of entity, if the\n\n\nconversion is authorized by the law of the foreign entity’s jurisdiction of\n\n\nformation.\n\n\n(b)\n\nBy complying with the provisions of this part applicable to\n\n\nforeign entities, a foreign entity that is not a foreign limited liability\n\n\ncompany may become a domestic limited liability company if the conversion is\n\n\nauthorized by the law of the foreign entity’s jurisdiction of formation.\n\n\n(c)\n\nIf a protected agreement contains a provision that applies to a\n\n\nmerger of a domestic limited liability company but does not refer to a\n\n\nconversion, the provision applies to a conversion of the company as if the\n\n\nconversion were a merger until the provision is amended after the effective\n\n\ndate of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act1041-2021-uniform-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "39678bb9410435cebe82fa55af25e305b880ccc44bc5cfb1237777bd2195a151",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Arkansas conditionally authorizes conversion out of a domestic LLC, subject to entity type and other-jurisdiction law.",
      "fetch_event_id": null,
      "pinpoint": "Act 1041 of 2021, § 4-38-1041",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-38-1041.\n\n\n(a)\n\n\nConversion authorized.\n\nBy complying with this part, a domestic limited liability company\n\nmay become:\n\n\n(1)\n\na domestic entity that is a different type of entity; or\n\n\n(2)\n\na foreign entity that is a different type of entity, if the\n\n\nconversion is authorized by the law of the foreign entity’s jurisdiction of\n\n\nformation.\n\n\n(b)\n\nBy complying with the provisions of this part applicable to\n\n\nforeign entities, a foreign entity that is not a foreign limited liability\n\n\ncompany may become a domestic limited liability company if the conversion is\n\n\nauthorized by the law of the foreign entity’s jurisdiction of formation.\n\n\n(c)\n\nIf a protected agreement contains a provision that applies to a\n\n\nmerger of a domestic limited liability company but does not refer to a\n\n\nconversion, the provision applies to a conversion of the company as if the\n\n\nconversion were a merger until the provision is amended after the effective\n\n\ndate of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act1041-2021-uniform-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "39678bb9410435cebe82fa55af25e305b880ccc44bc5cfb1237777bd2195a151",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Arkansas authorizes LLC domestication into Arkansas when the foreign jurisdiction's law authorizes it.",
      "fetch_event_id": null,
      "pinpoint": "Act 1041 of 2021, § 4-38-1051",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-38-1051.\n\n\n(a)\n\nDomestication authorized.\n\nBy complying with this part, a domestic limited liability company\n\n\nmay become a foreign limited liability company if the domestication is\n\n\nauthorized by the law of the foreign jurisdiction.\n\n\n(b)\n\nBy complying with the provisions of this part applicable to\n\n\nforeign limited liability companies, a foreign limited liability company may\n\n\nbecome a domestic limited liability company if the domestication is\n\n\nauthorized by the law of the foreign limited liability company’s jurisdiction\n\n\nof formation.\n\n\n(c)\n\nIf a protected agreement contains a provision that applies to a\n\n\nmerger of a domestic limited liability company but does not refer to a\n\n\ndomestication, the provision applies to a domestication of the limited\n\n\nliability company as if the domestication were a merger until the provision\n\n\nis amended after the effective date of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act1041-2021-uniform-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "39678bb9410435cebe82fa55af25e305b880ccc44bc5cfb1237777bd2195a151",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Arkansas authorizes LLC domestication out of Arkansas when the foreign jurisdiction's law authorizes it.",
      "fetch_event_id": null,
      "pinpoint": "Act 1041 of 2021, § 4-38-1051",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-38-1051.\n\n\n(a)\n\nDomestication authorized.\n\nBy complying with this part, a domestic limited liability company\n\n\nmay become a foreign limited liability company if the domestication is\n\n\nauthorized by the law of the foreign jurisdiction.\n\n\n(b)\n\nBy complying with the provisions of this part applicable to\n\n\nforeign limited liability companies, a foreign limited liability company may\n\n\nbecome a domestic limited liability company if the domestication is\n\n\nauthorized by the law of the foreign limited liability company’s jurisdiction\n\n\nof formation.\n\n\n(c)\n\nIf a protected agreement contains a provision that applies to a\n\n\nmerger of a domestic limited liability company but does not refer to a\n\n\ndomestication, the provision applies to a domestication of the limited\n\n\nliability company as if the domestication were a merger until the provision\n\n\nis amended after the effective date of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act1041-2021-uniform-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "39678bb9410435cebe82fa55af25e305b880ccc44bc5cfb1237777bd2195a151",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The LLC transaction provisions define entity broadly; conversion into an LLC remains subject to the source entity's organic law.",
      "fetch_event_id": null,
      "pinpoint": "Act 1041 of 2021, § 4-38-1001(11)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”:\n\n\n(A)\n\nmeans:\n\n\n(i)\n\na business corporation;\n\n\n(ii)\n\na nonprofit corporation;\n\n\n(iii)\n\na general partnership, including a limited\n\n(iv)\n\na limited partnership, including a limited\n\n\nliability partnership;\nliability limited partnership;\n\n04-21-2021 14:17:01 ANS038\n\n\n\nS4/21/21\n\n\n\n(v)\n\na limited liability company;\n\n\n(vi)\n\na general cooperative association;\n\n\n(vii)\n\na limited cooperative association;\n\n\n(viii)\n\nan unincorporated nonprofit association;\n\n\n(ix)\n\na statutory trust, business trust, or common-\n\n(x)\n\nany other person that has:\n\n\nlaw business trust; or\n\n\n(I)\n\n\ninterest holder of that person; or\n\n\n(II)\n\n\na legal existence separate from any\nthe power to acquire an interest in real\n\nproperty in its own name; and\n\n\n(B)\n\ndoes not include:\n\n\n(i)\n\nan individual;\n\n\n(ii)\n\na trust with a predominantly donative purpose\n\n(iii)\n\nan association or relationship that is not an\n\n\nor a charitable trust;\n\n\nentity listed in subparagraph A and is not a partnership under the rules\n\n\nstated in § 4-46-202(c) of the Uniform Partnership Act (1996) or a similar\n\n\nprovision of the law of another jurisdiction;\n\n\n(iv)\n\na decedent’s estate; or\n\n\n(v)\n\na government or a governmental subdivision,\n\n\nagency, or instrumentality.\n\n\n(12)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act1041-2021-uniform-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "39678bb9410435cebe82fa55af25e305b880ccc44bc5cfb1237777bd2195a151",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "§ 4-38-1041(a)",
          "quote": "4-38-1041.\n\n\n(a)\n\n\nConversion authorized.\n\nBy complying with this part, a domestic limited liability company\n\nmay become:\n\n\n(1)\n\na domestic entity that is a different type of entity; or\n\n\n(2)\n\na foreign entity that is a different type of entity, if the\n\n\nconversion is authorized by the law of the foreign entity’s jurisdiction of\n\n\nformation.\n\n\n(b)\n\nBy complying with the provisions of this part applicable to\n\n\nforeign entities, a foreign entity that is not a foreign limited liability\n\n\ncompany may become a domestic limited liability company if the conversion is\n\n\nauthorized by the law of the foreign entity’s jurisdiction of formation.\n\n\n(c)\n\nIf a protected agreement contains a provision that applies to a\n\n\nmerger of a domestic limited liability company but does not refer to a\n\n\nconversion, the provision applies to a conversion of the company as if the\n\n\nconversion were a merger until the provision is amended after the effective\n\n\ndate of this chapter.",
          "role": "target-type authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act1041-2021-uniform-llc-act.pdf",
          "source_sha256": "39678bb9410435cebe82fa55af25e305b880ccc44bc5cfb1237777bd2195a151",
          "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A domestic LLC may convert to a different entity type within the Act's defined entity universe.",
      "fetch_event_id": null,
      "pinpoint": "Act 1041 of 2021, §§ 4-38-1001(11), 4-38-1041(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”:\n\n\n(A)\n\nmeans:\n\n\n(i)\n\na business corporation;\n\n\n(ii)\n\na nonprofit corporation;\n\n\n(iii)\n\na general partnership, including a limited\n\n(iv)\n\na limited partnership, including a limited\n\n\nliability partnership;\nliability limited partnership;\n\n04-21-2021 14:17:01 ANS038\n\n\n\nS4/21/21\n\n\n\n(v)\n\na limited liability company;\n\n\n(vi)\n\na general cooperative association;\n\n\n(vii)\n\na limited cooperative association;\n\n\n(viii)\n\nan unincorporated nonprofit association;\n\n\n(ix)\n\na statutory trust, business trust, or common-\n\n(x)\n\nany other person that has:\n\n\nlaw business trust; or\n\n\n(I)\n\n\ninterest holder of that person; or\n\n\n(II)\n\n\na legal existence separate from any\nthe power to acquire an interest in real\n\nproperty in its own name; and\n\n\n(B)\n\ndoes not include:\n\n\n(i)\n\nan individual;\n\n\n(ii)\n\na trust with a predominantly donative purpose\n\n(iii)\n\nan association or relationship that is not an\n\n\nor a charitable trust;\n\n\nentity listed in subparagraph A and is not a partnership under the rules\n\n\nstated in § 4-46-202(c) of the Uniform Partnership Act (1996) or a similar\n\n\nprovision of the law of another jurisdiction;\n\n\n(iv)\n\na decedent’s estate; or\n\n\n(v)\n\na government or a governmental subdivision,\n\n\nagency, or instrumentality.\n\n\n(12)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act1041-2021-uniform-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "39678bb9410435cebe82fa55af25e305b880ccc44bc5cfb1237777bd2195a151",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.llc.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "LLC forms/fees table, transfer-of-domicile row",
          "quote": "LLC Certificate of Transfer of Domicile (Domestication) from Arkansas N/A $50.00 N/A",
          "role": "domestication fee locator",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/sos-llc-forms-fees.html",
          "source_sha256": "d2a1837e2d221a4621d80a47155fd76c2cfa9d093c06456a92b6ddc54efacbca",
          "source_url": "https://www.sos.arkansas.gov/business-commercial-services-bcs/forms-fees/llc"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The Secretary of State LLC forms table provides filing-fee locators for conversion and transfer of domicile.",
      "fetch_event_id": null,
      "pinpoint": "LLC forms/fees table, Articles of Conversion row",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Articles of Conversion Art_Conv N/A $25.00 N/A",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/sos-llc-forms-fees.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d2a1837e2d221a4621d80a47155fd76c2cfa9d093c06456a92b6ddc54efacbca",
      "source_url": "https://www.sos.arkansas.gov/business-commercial-services-bcs/forms-fees/llc",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "§ 4-38-1055",
          "quote": "4-38-1055.\n\n\ndomestication.\n\n\n(a)\n\n\nStatement of domestication — Effective date of\n\nA statement of domestication must be signed by the domesticating\n\nlimited liability company and delivered to the Secretary of State for filing.\n(b)\n\nA statement of domestication must contain:\n\n\n(1)\n\nthe name and jurisdiction of formation of the domesticating\n\n\nlimited liability company;\n\n\n(2)\n\n\nlimited liability company;\n\n\n(3)\n\nthe name and jurisdiction of formation of the domesticated\nif the domesticating limited liability company is a domestic\n\n04-21-2021 14:17:01 ANS038\n\n\n\nS4/21/21\n\n\n\nlimited liability company, a statement that the plan of domestication was\n\n\napproved in accordance with this part or, if the domesticating limited\n\n\nliability company is a foreign limited liability company, a statement that\n\n\nthe domestication was approved in accordance with the law of its jurisdiction\n\n\nof formation; and\n\n\n(4)\n\nthe certificate of organization of the domesticated limited\n\nliability company, as an attachment.\n(c)\n\nIn addition to the requirements of subsection (b), a statement of\n\ndomestication may contain any other provision not prohibited by law.\n(d)\n\nThe certificate of organization of a domestic domesticated limited\n\n\nliability company must satisfy the requirements of this chapter, but the\n\n\ncertificate does not need to be signed.\n\n\n(e)\n\nA plan of domestication that is signed by a domesticating domestic\n\n\nlimited liability company and meets all the requirements of subsection (b)\n\n\nmay be delivered to the Secretary of State for filing instead of a statement\n\n\nof domestication and on filing has the same effect.\n\n\ndomestication is filed as provided in this subsection, references in this\n\n\nsubchapter to a statement of domestication refer to the plan of domestication\n\n\nfiled under this subsection.\n\n\n(f)\n\nIf a plan of\n\nIf the domesticated entity is a domestic limited liability\n\n\ncompany, the domestication becomes effective when the statement of\n\n\ndomestication is effective.\n\n\nliability company, the domestication becomes effective on the later of:\n\n\n(1)\n\nIf the domesticated entity is a foreign limited\n\nthe date and time provided by the organic law of the\n\ndomesticated entity; and\n\n\n(2)\n\nwhen the statement is effective.",
          "role": "domestication filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act1041-2021-uniform-llc-act.pdf",
          "source_sha256": "39678bb9410435cebe82fa55af25e305b880ccc44bc5cfb1237777bd2195a151",
          "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The Act uses plans and filed statements of conversion or domestication.",
      "fetch_event_id": null,
      "pinpoint": "Act 1041 of 2021, § 4-38-1045",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-38-1045.\n\n\n(a)\n\n\nA statement of conversion must be signed by the converting entity\n\nand delivered to the Secretary of State for filing.\n(b)\n\nA statement of conversion must contain:\n\n\n(1)\n\nthe name, jurisdiction of formation, and type of entity of\n\nthe converting entity;\n\n\nStatement of conversion — Effective date of conversion.\n\n(2)\n\nthe name, jurisdiction of formation, and type of entity of\n\nthe converted entity;\n\n\n(3)\n\nif the converting entity is a domestic limited liability\n\n\ncompany, a statement that the plan of conversion was approved in accordance\n\n\nwith this part or, if the converting entity is a foreign entity, a statement\n\n\nthat the conversion was approved by the foreign entity in accordance with the\n\n\nlaw of its jurisdiction of formation;\n\n\n(4)\n\npublic organic record, as an attachment; and\n\n\nif the converted entity is a domestic filing entity, its\n\n(5)\n\nif the converted entity is a domestic limited liability\n\npartnership, its statement of qualification, as an attachment.\n(c)\n\nIn addition to the requirements of subsection (b), a statement of\n\nconversion may contain any other provision not prohibited by law.\n(d)\n\nIf the converted entity is a domestic entity, its public organic\n\n\nrecord, if any, must satisfy the requirements of the law of this state,\n\n\nexcept that the public organic record does not need to be signed.\n\n\n(e)\n\nA plan of conversion that is signed by a domestic converting\n\n\nlimited liability company and meets all the requirements of subsection (b)\n\n\nmay be delivered to the Secretary of State for filing instead of a statement\n\n\nof conversion and on filing has the same effect.\n\n\nfiled as provided in this subsection, references in this chapter to a\n\n\nstatement of conversion refer to the plan of conversion filed under this\n\n\nsubsection.\n\n\n(f)\n\nIf a plan of conversion is\n\nIf the converted entity is a domestic limited liability company,\n\n04-21-2021 14:17:01 ANS038\n\n\n\nS4/21/21\n\n\n\nthe conversion becomes effective when the statement of conversion is\n\n\neffective.\n\n\nof:\n\n\nIn all other cases, the conversion becomes effective on the later\n(1)\n\nthe date and time provided by the organic law of the\n\nconverted entity; and\n\n\n(2)\n\nwhen the statement is effective.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act1041-2021-uniform-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "39678bb9410435cebe82fa55af25e305b880ccc44bc5cfb1237777bd2195a151",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.llc.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "§ 4-38-1041",
          "quote": "4-38-1041.\n\n\n(a)\n\n\nConversion authorized.\n\nBy complying with this part, a domestic limited liability company\n\nmay become:\n\n\n(1)\n\na domestic entity that is a different type of entity; or\n\n\n(2)\n\na foreign entity that is a different type of entity, if the\n\n\nconversion is authorized by the law of the foreign entity’s jurisdiction of\n\n\nformation.\n\n\n(b)\n\nBy complying with the provisions of this part applicable to\n\n\nforeign entities, a foreign entity that is not a foreign limited liability\n\n\ncompany may become a domestic limited liability company if the conversion is\n\n\nauthorized by the law of the foreign entity’s jurisdiction of formation.\n\n\n(c)\n\nIf a protected agreement contains a provision that applies to a\n\n\nmerger of a domestic limited liability company but does not refer to a\n\n\nconversion, the provision applies to a conversion of the company as if the\n\n\nconversion were a merger until the provision is amended after the effective\n\n\ndate of this chapter.",
          "role": "conversion foreign-law condition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act1041-2021-uniform-llc-act.pdf",
          "source_sha256": "39678bb9410435cebe82fa55af25e305b880ccc44bc5cfb1237777bd2195a151",
          "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Foreign-law authorization is required for an interstate LLC conversion or domestication.",
      "fetch_event_id": null,
      "pinpoint": "Act 1041 of 2021, §§ 4-38-1041 and 4-38-1051",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-38-1051.\n\n\n(a)\n\nDomestication authorized.\n\nBy complying with this part, a domestic limited liability company\n\n\nmay become a foreign limited liability company if the domestication is\n\n\nauthorized by the law of the foreign jurisdiction.\n\n\n(b)\n\nBy complying with the provisions of this part applicable to\n\n\nforeign limited liability companies, a foreign limited liability company may\n\n\nbecome a domestic limited liability company if the domestication is\n\n\nauthorized by the law of the foreign limited liability company’s jurisdiction\n\n\nof formation.\n\n\n(c)\n\nIf a protected agreement contains a provision that applies to a\n\n\nmerger of a domestic limited liability company but does not refer to a\n\n\ndomestication, the provision applies to a domestication of the limited\n\n\nliability company as if the domestication were a merger until the provision\n\n\nis amended after the effective date of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act1041-2021-uniform-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "39678bb9410435cebe82fa55af25e305b880ccc44bc5cfb1237777bd2195a151",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The Arkansas LLC Act uses the terms conversion and domestication.",
      "fetch_event_id": null,
      "pinpoint": "Act 1041 of 2021, Title 4, chapter 38, subchapter 10 heading",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subchapter 10 — Merger, Interest Exchange, Conversion, and Domestication",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act1041-2021-uniform-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "39678bb9410435cebe82fa55af25e305b880ccc44bc5cfb1237777bd2195a151",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No tax-clearance or good-standing condition is stated in the mapped LLC transaction provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act1041-2021-uniform-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "39678bb9410435cebe82fa55af25e305b880ccc44bc5cfb1237777bd2195a151",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Ark. Code § 4-47-1110",
          "quote": "4-47-1110.\n\nRestrictions on approval of conversions and mergers and on\n\nrelinquishing limited liability limited partnership status.\n(a)\n\nIf a partner of a converting or constituent limited partnership\n\n\nwill have personal liability with respect to a converted or surviving\n\n\norganization, approval and amendment of a plan of conversion or merger are\n\n\nineffective without the consent of the partner, unless:\n\n\n(1)\n\nthe limited partnership’s partnership agreement provides for\n\n\nthe approval of the conversion or merger with the consent of fewer than all\n\n\nthe partners; and\n\n\n(2)\n\nthe partner has consented to the provision of the\n\npartnership agreement.\n(b)\n\nAn amendment to a certificate of limited partnership which deletes\n\n\n\n\n\n\n\n\na statement that the limited partnership is a limited liability limited\n\n\npartnership is ineffective without the consent of each general partner\n\n\nunless:\n\n\n(1)\n\nthe amendment with the consent of less than all the general partners; and\n\n\nthe limited partnership’s partnership agreement provides for\n\n(2)\n\neach general partner that does not consent to the amendment\n\nhas consented to the provision of the partnership agreement.\n(c)\n\nA partner does not give the consent required by subsection (a) or\n\n\n(b) merely by consenting to a provision of the partnership agreement which\n\n\npermits the partnership agreement to be amended with the consent of fewer\n\n\nthan all the partners.",
          "role": "personal-liability consent restriction",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act15-2007-uniform-limited-partnership-act.pdf",
          "source_sha256": "d29f394040b9116c9efdc72d69890c9922c27e545de333a6188efc9d130daf10",
          "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "All partners must consent to an LP conversion plan, subject to the personal-liability approval restriction.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-47-1103",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-47-1103.\n\nAction on plan of conversion by converting limited\n\npartnership.\n(a)\n\nSubject to § 4-47-1110, a plan of conversion must be consented to\n\nby all the partners of a converting limited partnership.\n(b)\n\nSubject to § 4-47-1110 and any contractual rights, after a\n\n\nconversion is approved, and at any time before a filing is made under § 4-47-\n\n\n1104, a converting limited partnership may amend the plan or abandon the\n\n\nplanned conversion:\n\n\n(1)\n\nas provided in the plan; and\n\n\n(2)\n\nexcept as prohibited by the plan, by the same consent as was\n\n\nrequired to approve the plan.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act15-2007-uniform-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d29f394040b9116c9efdc72d69890c9922c27e545de333a6188efc9d130daf10",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The converted organization remains the same entity; property, obligations, rights, and pending proceedings continue.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-47-1105",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-47-1105.        Effect of conversion.\n(a)    An organization that has been converted pursuant to this\nsubchapter is for all purposes the same entity that existed before the\nconversion.\n(b)    When a conversion takes effect:\n(1)   all property owned by the converting organization remains\nvested in the converted organization;\n(2)   all debts, liabilities, and other obligations of the\nconverting organization continue as obligations of the converted\norganization;\n(3)   an action or proceeding pending by or against the converting\norganization may be continued as if the conversion had not occurred;\n(4)   except as prohibited by other law, all of the rights,\nprivileges, immunities, powers, and purposes of the converting organization\nremain vested in the converted organization;\n(5)   except as otherwise provided in the plan of conversion, the\nterms and conditions of the plan of conversion take effect; and\n(6)   except as otherwise agreed, the conversion does not dissolve\na converting limited partnership for the purposes of subchapter 8.\n(c)    A converted organization that is a foreign organization consents\n\n\n\n\n01-12-2007 08:32    DLP013\n\n\n\n\nto the jurisdiction of the courts of this State to enforce any obligation\nowed by the converting limited partnership, if before the conversion the\nconverting limited partnership was subject to suit in this State on the\nobligation.     A converted organization that is a foreign organization and not\nauthorized to transact business in this State appoints the Secretary of State\nas its agent for service of process for purposes of enforcing an obligation\nunder this subsection.         Service on the Secretary of State under this\nsubsection is made in the same manner and with the same consequences as in §\n4-47-117(c) and (d).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act15-2007-uniform-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d29f394040b9116c9efdc72d69890c9922c27e545de333a6188efc9d130daf10",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Arkansas conditionally authorizes conversion into a domestic LP under the other organization's governing law.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-47-1102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-47-1102.        Conversion.\n(a)    An organization other than a limited partnership may convert to a\nlimited partnership, and a limited partnership may convert to another\norganization pursuant to this section and §§ 4-47-1103 through 4-47-1105 and\na plan of conversion, if:\n(1)    the other organization’s governing statute authorizes the\nconversion;\n(2)    the conversion is not prohibited by the law of the\njurisdiction that enacted the governing statute; and\n(3)    the other organization complies with its governing statute\nin effecting the conversion.\n(b)    A plan of conversion must be in a record and must include:\n(1)    the name and form of the organization before conversion;\n(2)    the name and form of the organization after conversion; and\n\n\n\n\n01-12-2007 08:32    DLP013\n\n\n\n\n(3)   the terms and conditions of the conversion, including the\nmanner and basis for converting interests in the converting organization into\nany combination of money, interests in the converted organization, and other\nconsideration; and\n(4)   the organizational documents of the converted organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act15-2007-uniform-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d29f394040b9116c9efdc72d69890c9922c27e545de333a6188efc9d130daf10",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Arkansas conditionally authorizes conversion out of a domestic LP under the other organization's governing law.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-47-1102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-47-1102.        Conversion.\n(a)    An organization other than a limited partnership may convert to a\nlimited partnership, and a limited partnership may convert to another\norganization pursuant to this section and §§ 4-47-1103 through 4-47-1105 and\na plan of conversion, if:\n(1)    the other organization’s governing statute authorizes the\nconversion;\n(2)    the conversion is not prohibited by the law of the\njurisdiction that enacted the governing statute; and\n(3)    the other organization complies with its governing statute\nin effecting the conversion.\n(b)    A plan of conversion must be in a record and must include:\n(1)    the name and form of the organization before conversion;\n(2)    the name and form of the organization after conversion; and\n\n\n\n\n01-12-2007 08:32    DLP013\n\n\n\n\n(3)   the terms and conditions of the conversion, including the\nmanner and basis for converting interests in the converting organization into\nany combination of money, interests in the converted organization, and other\nconsideration; and\n(4)   the organizational documents of the converted organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act15-2007-uniform-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d29f394040b9116c9efdc72d69890c9922c27e545de333a6188efc9d130daf10",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Ark. Code § 4-47-1101 definitions",
          "quote": "“Organization” means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. The term includes domestic and foreign organizations whether or not organized for profit.",
          "role": "domestic/foreign entity scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act15-2007-uniform-limited-partnership-act.pdf",
          "source_sha256": "d29f394040b9116c9efdc72d69890c9922c27e545de333a6188efc9d130daf10",
          "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A same-type interstate LP move into Arkansas is handled as a conversion and remains subject to the other jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-47-1102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-47-1102.        Conversion.\n(a)    An organization other than a limited partnership may convert to a\nlimited partnership, and a limited partnership may convert to another\norganization pursuant to this section and §§ 4-47-1103 through 4-47-1105 and\na plan of conversion, if:\n(1)    the other organization’s governing statute authorizes the\nconversion;\n(2)    the conversion is not prohibited by the law of the\njurisdiction that enacted the governing statute; and\n(3)    the other organization complies with its governing statute\nin effecting the conversion.\n(b)    A plan of conversion must be in a record and must include:\n(1)    the name and form of the organization before conversion;\n(2)    the name and form of the organization after conversion; and\n\n\n\n\n01-12-2007 08:32    DLP013\n\n\n\n\n(3)   the terms and conditions of the conversion, including the\nmanner and basis for converting interests in the converting organization into\nany combination of money, interests in the converted organization, and other\nconsideration; and\n(4)   the organizational documents of the converted organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act15-2007-uniform-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d29f394040b9116c9efdc72d69890c9922c27e545de333a6188efc9d130daf10",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Ark. Code § 4-47-1101 definitions",
          "quote": "“Organization” means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. The term includes domestic and foreign organizations whether or not organized for profit.",
          "role": "domestic/foreign entity scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act15-2007-uniform-limited-partnership-act.pdf",
          "source_sha256": "d29f394040b9116c9efdc72d69890c9922c27e545de333a6188efc9d130daf10",
          "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A same-type interstate LP move out of Arkansas is handled as a conversion and remains subject to the other jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-47-1102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-47-1102.        Conversion.\n(a)    An organization other than a limited partnership may convert to a\nlimited partnership, and a limited partnership may convert to another\norganization pursuant to this section and §§ 4-47-1103 through 4-47-1105 and\na plan of conversion, if:\n(1)    the other organization’s governing statute authorizes the\nconversion;\n(2)    the conversion is not prohibited by the law of the\njurisdiction that enacted the governing statute; and\n(3)    the other organization complies with its governing statute\nin effecting the conversion.\n(b)    A plan of conversion must be in a record and must include:\n(1)    the name and form of the organization before conversion;\n(2)    the name and form of the organization after conversion; and\n\n\n\n\n01-12-2007 08:32    DLP013\n\n\n\n\n(3)   the terms and conditions of the conversion, including the\nmanner and basis for converting interests in the converting organization into\nany combination of money, interests in the converted organization, and other\nconsideration; and\n(4)   the organizational documents of the converted organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act15-2007-uniform-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d29f394040b9116c9efdc72d69890c9922c27e545de333a6188efc9d130daf10",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The LP conversion subchapter defines a broad domestic-and-foreign organization universe.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-47-1101(8)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Organization” means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. The term includes domestic and foreign organizations whether or not organized for profit.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act15-2007-uniform-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d29f394040b9116c9efdc72d69890c9922c27e545de333a6188efc9d130daf10",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A domestic LP may convert within the subchapter's defined organization universe.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-47-1101(8)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Organization” means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. The term includes domestic and foreign organizations whether or not organized for profit.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act15-2007-uniform-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d29f394040b9116c9efdc72d69890c9922c27e545de333a6188efc9d130daf10",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The Arkansas Secretary of State LP forms table provides a conversion filing-fee locator.",
      "fetch_event_id": null,
      "pinpoint": "Arkansas Secretary of State partnership forms/fees table — LP conversion rows",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Application for Conversion from LP to GP N/A $15.00 N/A",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/AR/034734d6ce628bb38182c3147f52c683bdb96cdd825d3ea339323f04ef6a5aee.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "034734d6ce628bb38182c3147f52c683bdb96cdd825d3ea339323f04ef6a5aee",
      "source_url": "https://www.sos.arkansas.gov/business-commercial-services-bcs/forms-fees/partnerships",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The filing instruments are a plan and articles of conversion, or a certificate of limited partnership for an inbound conversion.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-47-1104",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-47-1104.\n\n\n(a)\n\n\nFilings required for conversion — Effective date.\n\nAfter a plan of conversion is approved:\n(1)\n\na converting limited partnership shall deliver to the\n\nSecretary of State for filing articles of conversion, which must include:\n(A)\n\na statement that the limited partnership has been\n\nconverted into another organization;\n\n\n(B)\n\n\njurisdiction of its governing statute;\n\n\n(C)\n\n\nthe name and form of the organization and the\nthe date the conversion is effective under the\n\ngoverning statute of the converted organization;\n(D)\n\na statement that the conversion was approved as\n\nrequired by this chapter;\n(E)\n\na statement that the conversion was approved as\n\nrequired by the governing statute of the converted organization; and\n(F)\n\nif the converted organization is a foreign\n\n\norganization not authorized to transact business in this State, the street\n\n\nand mailing address of an office which the Secretary of State may use for the\n\n\npurposes of § 4-47-1105(c); and\n\n\n\n\n\n\n\n(2)\n\n\nif the converting organization is not a converting limited\n\n\npartnership, the converting organization shall deliver to the Secretary of\n\n\nState for filing a certificate of limited partnership, which must include, in\n\n\naddition to the information required by § 4-47-201:\n\n\n(A)\n\nfrom another organization;\n\n\n(B)\n\n\n(C)\n(b)\n\nA conversion becomes effective:\n(1)\n\nif the converted organization is a limited partnership, when\n\nthe certificate of limited partnership takes effect; and\n\n\na statement that the conversion was approved in a\n\nmanner that complied with the organization’s governing statute.\n\n\nthe name and form of the organization and the\n\njurisdiction of its governing statute; and\n\n\na statement that the limited partnership was converted\n\n(2)\n\nif the converted organization is not a limited partnership,\n\nas provided by the governing statute of the converted organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act15-2007-uniform-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d29f394040b9116c9efdc72d69890c9922c27e545de333a6188efc9d130daf10",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The other organization's governing statute must authorize the conversion, and its jurisdiction's law must not prohibit it.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code § 4-47-1102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4-47-1102.        Conversion.\n(a)    An organization other than a limited partnership may convert to a\nlimited partnership, and a limited partnership may convert to another\norganization pursuant to this section and §§ 4-47-1103 through 4-47-1105 and\na plan of conversion, if:\n(1)    the other organization’s governing statute authorizes the\nconversion;\n(2)    the conversion is not prohibited by the law of the\njurisdiction that enacted the governing statute; and\n(3)    the other organization complies with its governing statute\nin effecting the conversion.\n(b)    A plan of conversion must be in a record and must include:\n(1)    the name and form of the organization before conversion;\n(2)    the name and form of the organization after conversion; and\n\n\n\n\n01-12-2007 08:32    DLP013\n\n\n\n\n(3)   the terms and conditions of the conversion, including the\nmanner and basis for converting interests in the converting organization into\nany combination of money, interests in the converted organization, and other\nconsideration; and\n(4)   the organizational documents of the converted organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act15-2007-uniform-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d29f394040b9116c9efdc72d69890c9922c27e545de333a6188efc9d130daf10",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The Arkansas LP statute uses conversion for the covered entity-form and interstate moves.",
      "fetch_event_id": null,
      "pinpoint": "Ark. Code title 4, chapter 47, subchapter 11 heading",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subchapter 11 — Conversion and Merger",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act15-2007-uniform-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d29f394040b9116c9efdc72d69890c9922c27e545de333a6188efc9d130daf10",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AR.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No tax-clearance or good-standing condition is stated in the mapped LP transaction provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AR/snapshots/arkleg-act15-2007-uniform-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d29f394040b9116c9efdc72d69890c9922c27e545de333a6188efc9d130daf10",
      "source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2403",
          "quote": "A. A plan of conversion is not effective unless it has been approved both: 1. By a domestic converting entity: (a) In accordance with the requirements, if any, in its governing statute and organizational documents for approval of a conversion. (b) If neither its governing statute nor its organizational documents provide for approval of a conversion, in accordance with the requirements, if any, in its governing statute or organizational documents for approval of a merger between unaffiliated entities, as if the conversion were a merger. (c) If neither its governing statute nor its organizational documents provide for approval of a conversion or a merger, by all of the interest holders of the entity entitled to vote on or consent to any matter or, if there are no such interest holders, then by all of the governors of the entity. 2. In a record by each interest holder of a domestic converting entity that will have interest holder liability for obligations that arise after the conversion becomes effective, unless both: (a) The organizational documents of the entity expressly provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders. (b) The interest holder voted for or consented in a record to that provision of the organizational documents or became an interest holder after the adoption of that provision. B. A conversion of a foreign converting entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
          "role": "conversion_approval_supplement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/0bff2c4e37a341b024db29fc11228cb2f3e3cae1fc1b17b52aca0d5145ff43a6.html",
          "source_sha256": "0bff2c4e37a341b024db29fc11228cb2f3e3cae1fc1b17b52aca0d5145ff43a6",
          "source_url": "https://www.azleg.gov/ars/29/02403.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2503",
          "quote": "A. A plan of domestication is not effective unless it has been approved both: 1. By a domestic domesticating entity: (a) In accordance with the requirements, if any, in its governing statute and organizational documents for approval of a domestication. (b) If neither the governing statute nor its organizational documents provide for approval of a domestication, in accordance with the requirements, if any, in its governing statute or organizational documents for approval of a merger between unaffiliated entities, as if the domestication were a merger. (c) If neither its governing statute nor its organizational documents provide for approval of a domestication or a merger, by all of the interest holders of the entity entitled to vote on or consent to any matter or, if there are no such interest holders, by all of the governors of the entity. 2. In a record by each interest holder of a domestic domesticating entity that will have interest holder liability for obligations that arise after the domestication becomes effective, unless both: (a) The organizational documents of the entity expressly provide in a record for the approval of a domestication or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders. (b) The interest holder voted for or consented in a record to that provision of the organizational documents or became an interest holder after the adoption of that provision. B. A domestication of a foreign domesticating entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
          "role": "domestication_approval_supplement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/161d96af6276de00826b047360cfd182bdd7922b484378b4b58cecae612f0cdb.html",
          "source_sha256": "161d96af6276de00826b047360cfd182bdd7922b484378b4b58cecae612f0cdb",
          "source_url": "https://www.azleg.gov/ars/29/02503.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A domestic Arizona corporation's board submits the plan and the entitled shareholder voting groups approve it under § 10-1103, subject to the statute's stated voting rules.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 10-1103",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. Except as provided in subsection G of this section, after adopting a plan, the board of directors of a domestic corporation that is a party to or that is otherwise undertaking the transaction and, in the case of a domestic corporation whose shares will be acquired in an interest exchange, the board of directors of the corporation whose shares will be acquired in the interest exchange shall submit the plan for approval by its shareholders. B. For a plan to be approved, both: 1. The board of directors shall recommend the plan to the shareholders, unless the board of directors determines that because of a conflict of interest or other special circumstances it should not make a recommendation and communicates the basis for its determination to the shareholders with the plan. 2. The shareholders entitled to vote on the plan shall approve the plan. C. The board of directors may condition its submission of the plan on any basis. D. The corporation shall notify each shareholder, whether or not entitled to vote, of the proposed shareholders' meeting at which the plan is to be submitted for approval in accordance with section 10-705. The notice shall state that the purpose or one of the purposes of the meeting is to consider the plan and shall contain or be accompanied by a copy or summary of the plan. E. Unless chapters 1 through 17 of this title, the articles of incorporation or the board of directors acting pursuant to subsection C of this section requires a greater vote or a vote by voting groups, the plan to be authorized shall be approved by each voting group entitled to vote separately on the plan by a majority of all the votes entitled to be cast on the plan by that voting group. F. Separate voting by voting groups is required: 1. On a plan, other than a plan of interest exchange, if either: (a) The plan contains a provision that, if contained in a proposed amendment to the articles of incorporation, would require action by one or more separate voting groups on the proposed amendment under section 10-1004. (b) One or more voting groups are entitled under the articles of incorporation to vote as a voting group on the plan. 2. On a plan of interest exchange by each class or series of shares included in the exchange, with each class or series constituting a separate voting group.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/717cfe7e6a5494d547e08c64540d0c03076c770d297038913d555e51f3be0697.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "717cfe7e6a5494d547e08c64540d0c03076c770d297038913d555e51f3be0697",
      "source_url": "https://www.azleg.gov/ars/10/01103.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2506(A)",
          "quote": "A. When a domestication becomes effective: 1. The domesticated entity is both: (a) Organized under and subject to the governing statute of the domesticated entity. (b) The same entity without interruption as the domesticating entity. 2. All property, including rights, privileges, immunities and powers of the domesticating entity, remains vested in the domesticated entity without assignment, reversion or impairment. 3. All obligations of the domesticating entity continue as obligations of the domesticated entity. 4. Except as provided by law other than this chapter or the plan of domestication, all of the rights, privileges, immunities, powers and purposes of the domesticating entity remain in the domesticated entity. 5. The name of the domesticated entity may be substituted for the name of the domesticating entity in any pending action or proceeding. 6. If the domesticated entity is a domestic filing entity, its public organizational document is effective and is binding on its interest holders. 7. If the domesticated entity is a domestic limited liability partnership, its statement of qualification is effective simultaneously. 8. If the domesticated entity is to be a qualified foreign entity, the documents it filed to become a qualified foreign entity are effective simultaneously. 9. The private organizational documents of the domesticated entity that are to be in a record, if any, approved as part of the plan of domestication are effective and are binding. 10. The interests in the domesticating entity are converted and the interest holders of the domesticating entity are entitled only to the rights provided to them under the plan of domestication and to any appraisal rights they have under section 29-2109 and the domesticating entity's governing statute.",
          "role": "domestication_effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/74c9cb1967d6ae2996a95d1628b5759a9ceaf4ee8ebda3e4ca7356cfbd07b2e0.html",
          "source_sha256": "74c9cb1967d6ae2996a95d1628b5759a9ceaf4ee8ebda3e4ca7356cfbd07b2e0",
          "source_url": "https://www.azleg.gov/ars/29/02506.htm"
        },
        {
          "pinpoint": "A.R.S. § 10-1102(A)-(B)",
          "quote": "A. If the board of directors of a domestic corporation adopts a plan and, if required by section 10-1103, the shareholders approve a plan, the domestic corporation may be a party to or otherwise undertake a transaction by adopting a plan and complying with this article and the following: 1. With respect to a merger, title 29, chapter 6, article 2. 2. With respect to an interest exchange, title 29, chapter 6, article 3. 3. With respect to a conversion, title 29, chapter 6, article 4. 4. With respect to a domestication, title 29, chapter 6, article 5. 5. With respect to a division, title 29, chapter 6, article 6. B. The effective time and date of the transaction are as provided in title 29, chapter 6. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by title 29, chapter 6.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85.html",
          "source_sha256": "30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85",
          "source_url": "https://www.azleg.gov/ars/10/01102.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Conversion or domestication continues the Arizona business corporation without interruption and carries forward its property, obligations, rights and organizational documents.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2406",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. When a conversion becomes effective: 1. The converted entity is both of the following: (a) Organized under and subject to the governing statute of the converted entity. (b) The same entity without interruption as the converting entity. 2. All property, including rights, privileges, immunities and powers, of the converting entity remains vested in the converted entity without assignment, reversion or impairment. 3. All obligations of the converting entity continue as obligations of the converted entity except that only a governor of or interest holder in the converted entity may bring or maintain a claim for dissolution or receivership against the converted entity brought pursuant to any of the following: (a) Section 10-1430, subsection B. (b) Section 10-1815. (c) Section 10-11430, subsection B. (d) Section 10-11431, subsection C. (e) Section 12-1241. (f) Section 29-345. 4. Except as provided by law other than this chapter or the plan of conversion, all of the rights, privileges, immunities, powers and purposes of the converting entity remain in the converted entity. 5. The name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding except that only a governor of or interest holder in the converted entity may bring or maintain a claim for dissolution or receivership against the converted entity brought pursuant to any of the following: (a) Section 10-1430, subsection B. (b) Section 10-1815. (c) Section 10-11430, subsection B. (d) Section 10-11431, subsection C. (e) Section 12-1241. (f) Section 29-345. 6. If the converted entity is a domestic filing entity, its public organizational document is effective and is binding on its interest holders. 7. If the converted entity is a domestic limited liability partnership, its statement of qualification is effective simultaneously. 8. If the converted entity is to be a qualified foreign entity, the documents it filed to become a qualified foreign entity are effective simultaneously. 9. The private organizational documents of the converted entity that are to be in a record, if any, approved as part of the plan of conversion are effective and are binding. 10. The interests in the converting entity are converted and the interest holders of the converting entity are entitled only to the rights provided to them under the plan of conversion and to any appraisal rights they have under section 29-2109 and the converting entity's governing statute.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f3cedf657debdedbb1a12b80b025769b337bd9494931ba0e3e5d54e2bd375303.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f3cedf657debdedbb1a12b80b025769b337bd9494931ba0e3e5d54e2bd375303",
      "source_url": "https://www.azleg.gov/ars/29/02406.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.corp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2402(A)",
          "quote": "A. A domestic entity may convert to a different type of entity under this article by approving a plan of conversion. The plan must be in a record and contain all of the following: 1. The name and type of the converting entity. 2. The name, jurisdiction of organization and type of the converted entity. 3. The manner of converting the interests in the converting entity into interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing. 4. The proposed public organizational document of the converted entity, if it is a filing entity. 5. The full text of the private organizational documents of the converted entity that are proposed to be in a record. 6. The other terms and conditions of the conversion, if any. 7. Any other provision required by the laws of this state or the organizational documents of the converting entity.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/cc750189b9d0d7ad3186d89412ffe8ec773d20d948e5c932adc39a08cbdf3b5f.html",
          "source_sha256": "cc750189b9d0d7ad3186d89412ffe8ec773d20d948e5c932adc39a08cbdf3b5f",
          "source_url": "https://www.azleg.gov/ars/29/02402.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2403(A)-(B)",
          "quote": "A. A plan of conversion is not effective unless it has been approved both: 1. By a domestic converting entity: (a) In accordance with the requirements, if any, in its governing statute and organizational documents for approval of a conversion. (b) If neither its governing statute nor its organizational documents provide for approval of a conversion, in accordance with the requirements, if any, in its governing statute or organizational documents for approval of a merger between unaffiliated entities, as if the conversion were a merger. (c) If neither its governing statute nor its organizational documents provide for approval of a conversion or a merger, by all of the interest holders of the entity entitled to vote on or consent to any matter or, if there are no such interest holders, then by all of the governors of the entity. 2. In a record by each interest holder of a domestic converting entity that will have interest holder liability for obligations that arise after the conversion becomes effective, unless both: (a) The organizational documents of the entity expressly provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders. (b) The interest holder voted for or consented in a record to that provision of the organizational documents or became an interest holder after the adoption of that provision. B. A conversion of a foreign converting entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
          "role": "approval_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/0bff2c4e37a341b024db29fc11228cb2f3e3cae1fc1b17b52aca0d5145ff43a6.html",
          "source_sha256": "0bff2c4e37a341b024db29fc11228cb2f3e3cae1fc1b17b52aca0d5145ff43a6",
          "source_url": "https://www.azleg.gov/ars/29/02403.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2405(A)",
          "quote": "A. A statement of conversion must be signed on behalf of the converting entity. The statement of conversion must be delivered for filing: 1. In the case of a domestic entity converting into a domestic entity of a different type pursuant to section 29-2401, subsection A, paragraph 1, with the appropriate filing authority, if any, for the domestic converting entity and, if there is a different filing authority for the domestic converted entity, with the different filing authority. 2. In the case of a domestic entity converting into a foreign entity of a different type pursuant to section 29-2401, subsection A, paragraph 2, with the appropriate filing authority, if any, for the domestic converting entity. 3. In the case of a foreign entity converting into a domestic entity of a different type pursuant to section 29-2401, subsection B, with the appropriate filing authority, if any, for the domestic converted entity.",
          "role": "filing_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/bc1497bd3480ddc5c3c7f8ad65ef3810b588b3f4619bc7237924b482d4bb04df.html",
          "source_sha256": "bc1497bd3480ddc5c3c7f8ad65ef3810b588b3f4619bc7237924b482d4bb04df",
          "source_url": "https://www.azleg.gov/ars/29/02405.htm"
        },
        {
          "pinpoint": "A.R.S. § 10-1102(A)-(B)",
          "quote": "A. If the board of directors of a domestic corporation adopts a plan and, if required by section 10-1103, the shareholders approve a plan, the domestic corporation may be a party to or otherwise undertake a transaction by adopting a plan and complying with this article and the following: 1. With respect to a merger, title 29, chapter 6, article 2. 2. With respect to an interest exchange, title 29, chapter 6, article 3. 3. With respect to a conversion, title 29, chapter 6, article 4. 4. With respect to a domestication, title 29, chapter 6, article 5. 5. With respect to a division, title 29, chapter 6, article 6. B. The effective time and date of the transaction are as provided in title 29, chapter 6. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by title 29, chapter 6.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85.html",
          "source_sha256": "30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85",
          "source_url": "https://www.azleg.gov/ars/10/01102.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A different domestic entity type may convert into an Arizona business corporation; a foreign source entity may do so only when its home law authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2401",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. By complying with this article, a domestic entity may become either of the following: 1. A domestic entity of a different type. 2. A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction. B. A foreign entity may become a domestic entity of a different type under this article if the conversion is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150",
      "source_url": "https://www.azleg.gov/ars/29/02401.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2402(A)",
          "quote": "A. A domestic entity may convert to a different type of entity under this article by approving a plan of conversion. The plan must be in a record and contain all of the following: 1. The name and type of the converting entity. 2. The name, jurisdiction of organization and type of the converted entity. 3. The manner of converting the interests in the converting entity into interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing. 4. The proposed public organizational document of the converted entity, if it is a filing entity. 5. The full text of the private organizational documents of the converted entity that are proposed to be in a record. 6. The other terms and conditions of the conversion, if any. 7. Any other provision required by the laws of this state or the organizational documents of the converting entity.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/cc750189b9d0d7ad3186d89412ffe8ec773d20d948e5c932adc39a08cbdf3b5f.html",
          "source_sha256": "cc750189b9d0d7ad3186d89412ffe8ec773d20d948e5c932adc39a08cbdf3b5f",
          "source_url": "https://www.azleg.gov/ars/29/02402.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2403(A)-(B)",
          "quote": "A. A plan of conversion is not effective unless it has been approved both: 1. By a domestic converting entity: (a) In accordance with the requirements, if any, in its governing statute and organizational documents for approval of a conversion. (b) If neither its governing statute nor its organizational documents provide for approval of a conversion, in accordance with the requirements, if any, in its governing statute or organizational documents for approval of a merger between unaffiliated entities, as if the conversion were a merger. (c) If neither its governing statute nor its organizational documents provide for approval of a conversion or a merger, by all of the interest holders of the entity entitled to vote on or consent to any matter or, if there are no such interest holders, then by all of the governors of the entity. 2. In a record by each interest holder of a domestic converting entity that will have interest holder liability for obligations that arise after the conversion becomes effective, unless both: (a) The organizational documents of the entity expressly provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders. (b) The interest holder voted for or consented in a record to that provision of the organizational documents or became an interest holder after the adoption of that provision. B. A conversion of a foreign converting entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
          "role": "approval_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/0bff2c4e37a341b024db29fc11228cb2f3e3cae1fc1b17b52aca0d5145ff43a6.html",
          "source_sha256": "0bff2c4e37a341b024db29fc11228cb2f3e3cae1fc1b17b52aca0d5145ff43a6",
          "source_url": "https://www.azleg.gov/ars/29/02403.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2405(A)",
          "quote": "A. A statement of conversion must be signed on behalf of the converting entity. The statement of conversion must be delivered for filing: 1. In the case of a domestic entity converting into a domestic entity of a different type pursuant to section 29-2401, subsection A, paragraph 1, with the appropriate filing authority, if any, for the domestic converting entity and, if there is a different filing authority for the domestic converted entity, with the different filing authority. 2. In the case of a domestic entity converting into a foreign entity of a different type pursuant to section 29-2401, subsection A, paragraph 2, with the appropriate filing authority, if any, for the domestic converting entity. 3. In the case of a foreign entity converting into a domestic entity of a different type pursuant to section 29-2401, subsection B, with the appropriate filing authority, if any, for the domestic converted entity.",
          "role": "filing_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/bc1497bd3480ddc5c3c7f8ad65ef3810b588b3f4619bc7237924b482d4bb04df.html",
          "source_sha256": "bc1497bd3480ddc5c3c7f8ad65ef3810b588b3f4619bc7237924b482d4bb04df",
          "source_url": "https://www.azleg.gov/ars/29/02405.htm"
        },
        {
          "pinpoint": "A.R.S. § 10-1102(A)-(B)",
          "quote": "A. If the board of directors of a domestic corporation adopts a plan and, if required by section 10-1103, the shareholders approve a plan, the domestic corporation may be a party to or otherwise undertake a transaction by adopting a plan and complying with this article and the following: 1. With respect to a merger, title 29, chapter 6, article 2. 2. With respect to an interest exchange, title 29, chapter 6, article 3. 3. With respect to a conversion, title 29, chapter 6, article 4. 4. With respect to a domestication, title 29, chapter 6, article 5. 5. With respect to a division, title 29, chapter 6, article 6. B. The effective time and date of the transaction are as provided in title 29, chapter 6. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by title 29, chapter 6.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85.html",
          "source_sha256": "30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85",
          "source_url": "https://www.azleg.gov/ars/10/01102.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A domestic Arizona business corporation may convert to a different entity type; a foreign destination is available only when its law authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2401",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. By complying with this article, a domestic entity may become either of the following: 1. A domestic entity of a different type. 2. A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150",
      "source_url": "https://www.azleg.gov/ars/29/02401.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2502(A)",
          "quote": "A. A domestic entity may become a foreign entity in a domestication by approving a plan of domestication. The plan must be in a record and contain all of the following: 1. The name and type of the domesticating entity. 2. The name and jurisdiction of organization of the domesticated entity. 3. The manner of converting the interests in the domesticating entity into interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing. 4. The proposed public organizational document of the domesticated entity if it is a filing entity. 5. The full text of the private organizational documents of the domesticated entity that are proposed to be in a record. 6. The other terms and conditions of the domestication, if any. 7. Any other provision required by the laws of this state or the organizational documents of the domesticating entity.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/38017f6083ca5ce1dabc3c06555d77f4ed6c671a9672a53e6a8a4c02b7448c1d.html",
          "source_sha256": "38017f6083ca5ce1dabc3c06555d77f4ed6c671a9672a53e6a8a4c02b7448c1d",
          "source_url": "https://www.azleg.gov/ars/29/02502.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2503(A)-(B)",
          "quote": "A. A plan of domestication is not effective unless it has been approved both: 1. By a domestic domesticating entity: (a) In accordance with the requirements, if any, in its governing statute and organizational documents for approval of a domestication. (b) If neither the governing statute nor its organizational documents provide for approval of a domestication, in accordance with the requirements, if any, in its governing statute or organizational documents for approval of a merger between unaffiliated entities, as if the domestication were a merger. (c) If neither its governing statute nor its organizational documents provide for approval of a domestication or a merger, by all of the interest holders of the entity entitled to vote on or consent to any matter or, if there are no such interest holders, by all of the governors of the entity. 2. In a record by each interest holder of a domestic domesticating entity that will have interest holder liability for obligations that arise after the domestication becomes effective, unless both: (a) The organizational documents of the entity expressly provide in a record for the approval of a domestication or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders. (b) The interest holder voted for or consented in a record to that provision of the organizational documents or became an interest holder after the adoption of that provision. B. A domestication of a foreign domesticating entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
          "role": "approval_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/161d96af6276de00826b047360cfd182bdd7922b484378b4b58cecae612f0cdb.html",
          "source_sha256": "161d96af6276de00826b047360cfd182bdd7922b484378b4b58cecae612f0cdb",
          "source_url": "https://www.azleg.gov/ars/29/02503.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2505(A)",
          "quote": "A. A statement of domestication must be signed on behalf of the domesticating entity. The statement of domestication must be delivered for filing: 1. In the case of a domestic entity becoming a domestic entity of the same type in a foreign jurisdiction pursuant to section 29-2501, subsection A, with the appropriate filing authority, if any, for the domestic domesticating entity. 2. In the case of a foreign entity becoming a domestic entity of the same type in this state pursuant to section 29-2501, subsection B, with the appropriate filing authority, if any, for the domestic domesticated entity.",
          "role": "filing_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/1a6067fe3850fea8c4101b4157910529934b51e17a2d6fed8110f3978b3c12bc.html",
          "source_sha256": "1a6067fe3850fea8c4101b4157910529934b51e17a2d6fed8110f3978b3c12bc",
          "source_url": "https://www.azleg.gov/ars/29/02505.htm"
        },
        {
          "pinpoint": "A.R.S. § 10-1102(A)-(B)",
          "quote": "A. If the board of directors of a domestic corporation adopts a plan and, if required by section 10-1103, the shareholders approve a plan, the domestic corporation may be a party to or otherwise undertake a transaction by adopting a plan and complying with this article and the following: 1. With respect to a merger, title 29, chapter 6, article 2. 2. With respect to an interest exchange, title 29, chapter 6, article 3. 3. With respect to a conversion, title 29, chapter 6, article 4. 4. With respect to a domestication, title 29, chapter 6, article 5. 5. With respect to a division, title 29, chapter 6, article 6. B. The effective time and date of the transaction are as provided in title 29, chapter 6. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by title 29, chapter 6.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85.html",
          "source_sha256": "30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85",
          "source_url": "https://www.azleg.gov/ars/10/01102.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign business corporation may domesticate into Arizona as the same type only when its home-jurisdiction law authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2501",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "B. A foreign entity may become a domestic entity of the same type in this state under this article if the domestication is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/fde3a846cab929d00d232c906b81156e528faa897aa71a2e6e3e6862f6ef1c74.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fde3a846cab929d00d232c906b81156e528faa897aa71a2e6e3e6862f6ef1c74",
      "source_url": "https://www.azleg.gov/ars/29/02501.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2502(A)",
          "quote": "A. A domestic entity may become a foreign entity in a domestication by approving a plan of domestication. The plan must be in a record and contain all of the following: 1. The name and type of the domesticating entity. 2. The name and jurisdiction of organization of the domesticated entity. 3. The manner of converting the interests in the domesticating entity into interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing. 4. The proposed public organizational document of the domesticated entity if it is a filing entity. 5. The full text of the private organizational documents of the domesticated entity that are proposed to be in a record. 6. The other terms and conditions of the domestication, if any. 7. Any other provision required by the laws of this state or the organizational documents of the domesticating entity.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/38017f6083ca5ce1dabc3c06555d77f4ed6c671a9672a53e6a8a4c02b7448c1d.html",
          "source_sha256": "38017f6083ca5ce1dabc3c06555d77f4ed6c671a9672a53e6a8a4c02b7448c1d",
          "source_url": "https://www.azleg.gov/ars/29/02502.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2503(A)-(B)",
          "quote": "A. A plan of domestication is not effective unless it has been approved both: 1. By a domestic domesticating entity: (a) In accordance with the requirements, if any, in its governing statute and organizational documents for approval of a domestication. (b) If neither the governing statute nor its organizational documents provide for approval of a domestication, in accordance with the requirements, if any, in its governing statute or organizational documents for approval of a merger between unaffiliated entities, as if the domestication were a merger. (c) If neither its governing statute nor its organizational documents provide for approval of a domestication or a merger, by all of the interest holders of the entity entitled to vote on or consent to any matter or, if there are no such interest holders, by all of the governors of the entity. 2. In a record by each interest holder of a domestic domesticating entity that will have interest holder liability for obligations that arise after the domestication becomes effective, unless both: (a) The organizational documents of the entity expressly provide in a record for the approval of a domestication or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders. (b) The interest holder voted for or consented in a record to that provision of the organizational documents or became an interest holder after the adoption of that provision. B. A domestication of a foreign domesticating entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
          "role": "approval_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/161d96af6276de00826b047360cfd182bdd7922b484378b4b58cecae612f0cdb.html",
          "source_sha256": "161d96af6276de00826b047360cfd182bdd7922b484378b4b58cecae612f0cdb",
          "source_url": "https://www.azleg.gov/ars/29/02503.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2505(A)",
          "quote": "A. A statement of domestication must be signed on behalf of the domesticating entity. The statement of domestication must be delivered for filing: 1. In the case of a domestic entity becoming a domestic entity of the same type in a foreign jurisdiction pursuant to section 29-2501, subsection A, with the appropriate filing authority, if any, for the domestic domesticating entity. 2. In the case of a foreign entity becoming a domestic entity of the same type in this state pursuant to section 29-2501, subsection B, with the appropriate filing authority, if any, for the domestic domesticated entity.",
          "role": "filing_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/1a6067fe3850fea8c4101b4157910529934b51e17a2d6fed8110f3978b3c12bc.html",
          "source_sha256": "1a6067fe3850fea8c4101b4157910529934b51e17a2d6fed8110f3978b3c12bc",
          "source_url": "https://www.azleg.gov/ars/29/02505.htm"
        },
        {
          "pinpoint": "A.R.S. § 10-1102(A)-(B)",
          "quote": "A. If the board of directors of a domestic corporation adopts a plan and, if required by section 10-1103, the shareholders approve a plan, the domestic corporation may be a party to or otherwise undertake a transaction by adopting a plan and complying with this article and the following: 1. With respect to a merger, title 29, chapter 6, article 2. 2. With respect to an interest exchange, title 29, chapter 6, article 3. 3. With respect to a conversion, title 29, chapter 6, article 4. 4. With respect to a domestication, title 29, chapter 6, article 5. 5. With respect to a division, title 29, chapter 6, article 6. B. The effective time and date of the transaction are as provided in title 29, chapter 6. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by title 29, chapter 6.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85.html",
          "source_sha256": "30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85",
          "source_url": "https://www.azleg.gov/ars/10/01102.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A domestic Arizona business corporation may domesticate into another jurisdiction as the same type only when the destination law authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2501",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. By complying with this article, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/fde3a846cab929d00d232c906b81156e528faa897aa71a2e6e3e6862f6ef1c74.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fde3a846cab929d00d232c906b81156e528faa897aa71a2e6e3e6862f6ef1c74",
      "source_url": "https://www.azleg.gov/ars/29/02501.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2401(A)(1), (B)",
          "quote": "A. By complying with this article, a domestic entity may become either of the following: 1. A domestic entity of a different type. 2. A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction. B. A foreign entity may become a domestic entity of a different type under this article if the conversion is authorized by the law of the foreign entity's jurisdiction of organization.",
          "role": "conversion_authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150.html",
          "source_sha256": "f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150",
          "source_url": "https://www.azleg.gov/ars/29/02401.htm"
        },
        {
          "pinpoint": "A.R.S. § 10-1102(A)-(B)",
          "quote": "A. If the board of directors of a domestic corporation adopts a plan and, if required by section 10-1103, the shareholders approve a plan, the domestic corporation may be a party to or otherwise undertake a transaction by adopting a plan and complying with this article and the following: 1. With respect to a merger, title 29, chapter 6, article 2. 2. With respect to an interest exchange, title 29, chapter 6, article 3. 3. With respect to a conversion, title 29, chapter 6, article 4. 4. With respect to a domestication, title 29, chapter 6, article 5. 5. With respect to a division, title 29, chapter 6, article 6. B. The effective time and date of the transaction are as provided in title 29, chapter 6. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by title 29, chapter 6.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85.html",
          "source_sha256": "30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85",
          "source_url": "https://www.azleg.gov/ars/10/01102.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Each listed different entity type may convert into a domestic Arizona business corporation under the Entity Restructuring Act.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "17. \"Entity\" means any of the following: (a) A corporation. (b) A general partnership, including a general partnership that has registered as a limited liability partnership. (c) A limited partnership, including a limited partnership that has registered as a limited liability limited partnership. (d) A limited liability company, including a professional limited liability company. (e) A business trust, statutory trust entity or similar trust. (f) An unincorporated association. (g) A cooperative. (h) Any other person that has a separate legal existence or has the power to acquire an interest in real property in its own name other than any of the following: (i) An individual. (ii) A testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust. (iii) A decedent's estate. (iv) A government, a governmental or political subdivision, a governmental agency or entity or a municipal corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a8579036de1b8b9385dbd0821f4bbfa8af56c9a1b20c3c0d71e967c3c6c9fb1e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a8579036de1b8b9385dbd0821f4bbfa8af56c9a1b20c3c0d71e967c3c6c9fb1e",
      "source_url": "https://www.azleg.gov/ars/29/02102.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2401(A)",
          "quote": "A. By complying with this article, a domestic entity may become either of the following: 1. A domestic entity of a different type. 2. A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.",
          "role": "conversion_authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150.html",
          "source_sha256": "f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150",
          "source_url": "https://www.azleg.gov/ars/29/02401.htm"
        },
        {
          "pinpoint": "A.R.S. § 10-1102(A)-(B)",
          "quote": "A. If the board of directors of a domestic corporation adopts a plan and, if required by section 10-1103, the shareholders approve a plan, the domestic corporation may be a party to or otherwise undertake a transaction by adopting a plan and complying with this article and the following: 1. With respect to a merger, title 29, chapter 6, article 2. 2. With respect to an interest exchange, title 29, chapter 6, article 3. 3. With respect to a conversion, title 29, chapter 6, article 4. 4. With respect to a domestication, title 29, chapter 6, article 5. 5. With respect to a division, title 29, chapter 6, article 6. B. The effective time and date of the transaction are as provided in title 29, chapter 6. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by title 29, chapter 6.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85.html",
          "source_sha256": "30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85",
          "source_url": "https://www.azleg.gov/ars/10/01102.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A domestic Arizona business corporation may convert into each listed different entity type under the Entity Restructuring Act.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "17. \"Entity\" means any of the following: (a) A corporation. (b) A general partnership, including a general partnership that has registered as a limited liability partnership. (c) A limited partnership, including a limited partnership that has registered as a limited liability limited partnership. (d) A limited liability company, including a professional limited liability company. (e) A business trust, statutory trust entity or similar trust. (f) An unincorporated association. (g) A cooperative. (h) Any other person that has a separate legal existence or has the power to acquire an interest in real property in its own name other than any of the following: (i) An individual. (ii) A testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust. (iii) A decedent's estate. (iv) A government, a governmental or political subdivision, a governmental agency or entity or a municipal corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a8579036de1b8b9385dbd0821f4bbfa8af56c9a1b20c3c0d71e967c3c6c9fb1e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a8579036de1b8b9385dbd0821f4bbfa8af56c9a1b20c3c0d71e967c3c6c9fb1e",
      "source_url": "https://www.azleg.gov/ars/29/02102.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The filing-fee locator for an Arizona business corporation's conversion or domestication statement is A.R.S. § 10-122(A)(10) (amount not reproduced here).",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 10-122",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "10. Statement of merger, interest exchange, conversion, domestication or division if the entity responsible for filing the statement is a corporation 100",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/AZ/ff6920656e1c2ddffc45caa7238f4cb8f4d71aac14a607de435a5c895e6c7489.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ff6920656e1c2ddffc45caa7238f4cb8f4d71aac14a607de435a5c895e6c7489",
      "source_url": "https://www.azleg.gov/ars/10/00122.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2402(A)",
          "quote": "A. A domestic entity may convert to a different type of entity under this article by approving a plan of conversion. The plan must be in a record and contain all of the following: 1. The name and type of the converting entity. 2. The name, jurisdiction of organization and type of the converted entity. 3. The manner of converting the interests in the converting entity into interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing. 4. The proposed public organizational document of the converted entity, if it is a filing entity. 5. The full text of the private organizational documents of the converted entity that are proposed to be in a record. 6. The other terms and conditions of the conversion, if any. 7. Any other provision required by the laws of this state or the organizational documents of the converting entity.",
          "role": "conversion_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/cc750189b9d0d7ad3186d89412ffe8ec773d20d948e5c932adc39a08cbdf3b5f.html",
          "source_sha256": "cc750189b9d0d7ad3186d89412ffe8ec773d20d948e5c932adc39a08cbdf3b5f",
          "source_url": "https://www.azleg.gov/ars/29/02402.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2502(A)",
          "quote": "A. A domestic entity may become a foreign entity in a domestication by approving a plan of domestication. The plan must be in a record and contain all of the following: 1. The name and type of the domesticating entity. 2. The name and jurisdiction of organization of the domesticated entity. 3. The manner of converting the interests in the domesticating entity into interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing. 4. The proposed public organizational document of the domesticated entity if it is a filing entity. 5. The full text of the private organizational documents of the domesticated entity that are proposed to be in a record. 6. The other terms and conditions of the domestication, if any. 7. Any other provision required by the laws of this state or the organizational documents of the domesticating entity.",
          "role": "domestication_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/38017f6083ca5ce1dabc3c06555d77f4ed6c671a9672a53e6a8a4c02b7448c1d.html",
          "source_sha256": "38017f6083ca5ce1dabc3c06555d77f4ed6c671a9672a53e6a8a4c02b7448c1d",
          "source_url": "https://www.azleg.gov/ars/29/02502.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2505(A)",
          "quote": "A. A statement of domestication must be signed on behalf of the domesticating entity. The statement of domestication must be delivered for filing: 1. In the case of a domestic entity becoming a domestic entity of the same type in a foreign jurisdiction pursuant to section 29-2501, subsection A, with the appropriate filing authority, if any, for the domestic domesticating entity. 2. In the case of a foreign entity becoming a domestic entity of the same type in this state pursuant to section 29-2501, subsection B, with the appropriate filing authority, if any, for the domestic domesticated entity.",
          "role": "domestication_statement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/1a6067fe3850fea8c4101b4157910529934b51e17a2d6fed8110f3978b3c12bc.html",
          "source_sha256": "1a6067fe3850fea8c4101b4157910529934b51e17a2d6fed8110f3978b3c12bc",
          "source_url": "https://www.azleg.gov/ars/29/02505.htm"
        },
        {
          "pinpoint": "A.R.S. § 10-1102(A)-(B)",
          "quote": "A. If the board of directors of a domestic corporation adopts a plan and, if required by section 10-1103, the shareholders approve a plan, the domestic corporation may be a party to or otherwise undertake a transaction by adopting a plan and complying with this article and the following: 1. With respect to a merger, title 29, chapter 6, article 2. 2. With respect to an interest exchange, title 29, chapter 6, article 3. 3. With respect to a conversion, title 29, chapter 6, article 4. 4. With respect to a domestication, title 29, chapter 6, article 5. 5. With respect to a division, title 29, chapter 6, article 6. B. The effective time and date of the transaction are as provided in title 29, chapter 6. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by title 29, chapter 6.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85.html",
          "source_sha256": "30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85",
          "source_url": "https://www.azleg.gov/ars/10/01102.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Arizona uses plans and statements of conversion and domestication for a business corporation; the applicable statement is delivered to the proper filing authority.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2405",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A statement of conversion must be signed on behalf of the converting entity. The statement of conversion must be delivered for filing: 1. In the case of a domestic entity converting into a domestic entity of a different type pursuant to section 29-2401, subsection A, paragraph 1, with the appropriate filing authority, if any, for the domestic converting entity and, if there is a different filing authority for the domestic converted entity, with the different filing authority. 2. In the case of a domestic entity converting into a foreign entity of a different type pursuant to section 29-2401, subsection A, paragraph 2, with the appropriate filing authority, if any, for the domestic converting entity. 3. In the case of a foreign entity converting into a domestic entity of a different type pursuant to section 29-2401, subsection B, with the appropriate filing authority, if any, for the domestic converted entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/bc1497bd3480ddc5c3c7f8ad65ef3810b588b3f4619bc7237924b482d4bb04df.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bc1497bd3480ddc5c3c7f8ad65ef3810b588b3f4619bc7237924b482d4bb04df",
      "source_url": "https://www.azleg.gov/ars/29/02405.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2407(A)",
          "quote": "A. If a statement of conversion is filed with the appropriate filing authority but the conversion is not authorized by the law of the relevant foreign jurisdiction as required by either section 29-2401, subsection A, paragraph 2 or subsection B, the conversion is ineffective. A statement of ineffectiveness of conversion must be signed on behalf of the entity on behalf of which the statement of conversion was signed and must be delivered for filing with the appropriate filing authority to reflect that ineffectiveness in the public record.",
          "role": "ineffectiveness_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/d0476d92c2f52d26d13bf7d21cf19a958d2bb6d8452bb7ca2a3a778dfa90f03b.html",
          "source_sha256": "d0476d92c2f52d26d13bf7d21cf19a958d2bb6d8452bb7ca2a3a778dfa90f03b",
          "source_url": "https://www.azleg.gov/ars/29/02407.htm"
        },
        {
          "pinpoint": "A.R.S. § 10-1102(A)-(B)",
          "quote": "A. If the board of directors of a domestic corporation adopts a plan and, if required by section 10-1103, the shareholders approve a plan, the domestic corporation may be a party to or otherwise undertake a transaction by adopting a plan and complying with this article and the following: 1. With respect to a merger, title 29, chapter 6, article 2. 2. With respect to an interest exchange, title 29, chapter 6, article 3. 3. With respect to a conversion, title 29, chapter 6, article 4. 4. With respect to a domestication, title 29, chapter 6, article 5. 5. With respect to a division, title 29, chapter 6, article 6. B. The effective time and date of the transaction are as provided in title 29, chapter 6. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by title 29, chapter 6.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85.html",
          "source_sha256": "30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85",
          "source_url": "https://www.azleg.gov/ars/10/01102.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "For a conversion involving a foreign jurisdiction and an Arizona business corporation, that jurisdiction's law must authorize the conversion.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2401",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. By complying with this article, a domestic entity may become either of the following: 1. A domestic entity of a different type. 2. A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction. B. A foreign entity may become a domestic entity of a different type under this article if the conversion is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150",
      "source_url": "https://www.azleg.gov/ars/29/02401.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.corp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2501(A)-(B)",
          "quote": "A. By complying with this article, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction. B. A foreign entity may become a domestic entity of the same type in this state under this article if the domestication is authorized by the law of the foreign entity's jurisdiction of organization.",
          "role": "operative_use",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/fde3a846cab929d00d232c906b81156e528faa897aa71a2e6e3e6862f6ef1c74.html",
          "source_sha256": "fde3a846cab929d00d232c906b81156e528faa897aa71a2e6e3e6862f6ef1c74",
          "source_url": "https://www.azleg.gov/ars/29/02501.htm"
        },
        {
          "pinpoint": "A.R.S. § 10-1102(A)-(B)",
          "quote": "A. If the board of directors of a domestic corporation adopts a plan and, if required by section 10-1103, the shareholders approve a plan, the domestic corporation may be a party to or otherwise undertake a transaction by adopting a plan and complying with this article and the following: 1. With respect to a merger, title 29, chapter 6, article 2. 2. With respect to an interest exchange, title 29, chapter 6, article 3. 3. With respect to a conversion, title 29, chapter 6, article 4. 4. With respect to a domestication, title 29, chapter 6, article 5. 5. With respect to a division, title 29, chapter 6, article 6. B. The effective time and date of the transaction are as provided in title 29, chapter 6. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by title 29, chapter 6.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85.html",
          "source_sha256": "30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85",
          "source_url": "https://www.azleg.gov/ars/10/01102.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Arizona uses and defines the term “domestication” for the same-type jurisdictional move of a business corporation.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "16. \"Domestication\" means a transaction authorized by article 5 of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a8579036de1b8b9385dbd0821f4bbfa8af56c9a1b20c3c0d71e967c3c6c9fb1e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a8579036de1b8b9385dbd0821f4bbfa8af56c9a1b20c3c0d71e967c3c6c9fb1e",
      "source_url": "https://www.azleg.gov/ars/29/02102.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.corp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 10-1102(A)-(B)",
          "quote": "A. If the board of directors of a domestic corporation adopts a plan and, if required by section 10-1103, the shareholders approve a plan, the domestic corporation may be a party to or otherwise undertake a transaction by adopting a plan and complying with this article and the following: 1. With respect to a merger, title 29, chapter 6, article 2. 2. With respect to an interest exchange, title 29, chapter 6, article 3. 3. With respect to a conversion, title 29, chapter 6, article 4. 4. With respect to a domestication, title 29, chapter 6, article 5. 5. With respect to a division, title 29, chapter 6, article 6. B. The effective time and date of the transaction are as provided in title 29, chapter 6. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by title 29, chapter 6.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85.html",
          "source_sha256": "30f110858600a2d1fb5abc4782f2dffdf5e20cbc25ce21072115f5de96ca3a85",
          "source_url": "https://www.azleg.gov/ars/10/01102.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, tax-payment or good-standing condition was located in Arizona's complete conversion and domestication articles for a business corporation.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150",
      "source_url": "https://www.azleg.gov/ars/29/02401.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2403",
          "quote": "A. A plan of conversion is not effective unless it has been approved both: 1. By a domestic converting entity: (a) In accordance with the requirements, if any, in its governing statute and organizational documents for approval of a conversion. (b) If neither its governing statute nor its organizational documents provide for approval of a conversion, in accordance with the requirements, if any, in its governing statute or organizational documents for approval of a merger between unaffiliated entities, as if the conversion were a merger. (c) If neither its governing statute nor its organizational documents provide for approval of a conversion or a merger, by all of the interest holders of the entity entitled to vote on or consent to any matter or, if there are no such interest holders, then by all of the governors of the entity. 2. In a record by each interest holder of a domestic converting entity that will have interest holder liability for obligations that arise after the conversion becomes effective, unless both: (a) The organizational documents of the entity expressly provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders. (b) The interest holder voted for or consented in a record to that provision of the organizational documents or became an interest holder after the adoption of that provision. B. A conversion of a foreign converting entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
          "role": "conversion_approval_supplement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/0bff2c4e37a341b024db29fc11228cb2f3e3cae1fc1b17b52aca0d5145ff43a6.html",
          "source_sha256": "0bff2c4e37a341b024db29fc11228cb2f3e3cae1fc1b17b52aca0d5145ff43a6",
          "source_url": "https://www.azleg.gov/ars/29/02403.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2503",
          "quote": "A. A plan of domestication is not effective unless it has been approved both: 1. By a domestic domesticating entity: (a) In accordance with the requirements, if any, in its governing statute and organizational documents for approval of a domestication. (b) If neither the governing statute nor its organizational documents provide for approval of a domestication, in accordance with the requirements, if any, in its governing statute or organizational documents for approval of a merger between unaffiliated entities, as if the domestication were a merger. (c) If neither its governing statute nor its organizational documents provide for approval of a domestication or a merger, by all of the interest holders of the entity entitled to vote on or consent to any matter or, if there are no such interest holders, by all of the governors of the entity. 2. In a record by each interest holder of a domestic domesticating entity that will have interest holder liability for obligations that arise after the domestication becomes effective, unless both: (a) The organizational documents of the entity expressly provide in a record for the approval of a domestication or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders. (b) The interest holder voted for or consented in a record to that provision of the organizational documents or became an interest holder after the adoption of that provision. B. A domestication of a foreign domesticating entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
          "role": "domestication_approval_supplement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/161d96af6276de00826b047360cfd182bdd7922b484378b4b58cecae612f0cdb.html",
          "source_sha256": "161d96af6276de00826b047360cfd182bdd7922b484378b4b58cecae612f0cdb",
          "source_url": "https://www.azleg.gov/ars/29/02503.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A domestic Arizona LLC's plan requires approval by all members entitled to vote on or consent to any matter; Chapter 6 separately addresses post-transaction owner liability.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-4004",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "If a domestic limited liability company is a merging, converting, domesticating or dividing entity or the acquired entity in an interest exchange, a plan must be approved by all the members of the company entitled to vote on or consent to any matter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/61c040371f95ef0c137d7024263268f2add0e44e37f9438194afcb470b7484fa.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "61c040371f95ef0c137d7024263268f2add0e44e37f9438194afcb470b7484fa",
      "source_url": "https://www.azleg.gov/ars/29/04004.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2506(A)",
          "quote": "A. When a domestication becomes effective: 1. The domesticated entity is both: (a) Organized under and subject to the governing statute of the domesticated entity. (b) The same entity without interruption as the domesticating entity. 2. All property, including rights, privileges, immunities and powers of the domesticating entity, remains vested in the domesticated entity without assignment, reversion or impairment. 3. All obligations of the domesticating entity continue as obligations of the domesticated entity. 4. Except as provided by law other than this chapter or the plan of domestication, all of the rights, privileges, immunities, powers and purposes of the domesticating entity remain in the domesticated entity. 5. The name of the domesticated entity may be substituted for the name of the domesticating entity in any pending action or proceeding. 6. If the domesticated entity is a domestic filing entity, its public organizational document is effective and is binding on its interest holders. 7. If the domesticated entity is a domestic limited liability partnership, its statement of qualification is effective simultaneously. 8. If the domesticated entity is to be a qualified foreign entity, the documents it filed to become a qualified foreign entity are effective simultaneously. 9. The private organizational documents of the domesticated entity that are to be in a record, if any, approved as part of the plan of domestication are effective and are binding. 10. The interests in the domesticating entity are converted and the interest holders of the domesticating entity are entitled only to the rights provided to them under the plan of domestication and to any appraisal rights they have under section 29-2109 and the domesticating entity's governing statute.",
          "role": "domestication_effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/74c9cb1967d6ae2996a95d1628b5759a9ceaf4ee8ebda3e4ca7356cfbd07b2e0.html",
          "source_sha256": "74c9cb1967d6ae2996a95d1628b5759a9ceaf4ee8ebda3e4ca7356cfbd07b2e0",
          "source_url": "https://www.azleg.gov/ars/29/02506.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-4003(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-4004, a domestic limited liability company may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed.html",
          "source_sha256": "a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed",
          "source_url": "https://www.azleg.gov/ars/29/04003.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Conversion or domestication continues the Arizona limited liability company without interruption and carries forward its property, obligations, rights and organizational documents.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2406",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. When a conversion becomes effective: 1. The converted entity is both of the following: (a) Organized under and subject to the governing statute of the converted entity. (b) The same entity without interruption as the converting entity. 2. All property, including rights, privileges, immunities and powers, of the converting entity remains vested in the converted entity without assignment, reversion or impairment. 3. All obligations of the converting entity continue as obligations of the converted entity except that only a governor of or interest holder in the converted entity may bring or maintain a claim for dissolution or receivership against the converted entity brought pursuant to any of the following: (a) Section 10-1430, subsection B. (b) Section 10-1815. (c) Section 10-11430, subsection B. (d) Section 10-11431, subsection C. (e) Section 12-1241. (f) Section 29-345. 4. Except as provided by law other than this chapter or the plan of conversion, all of the rights, privileges, immunities, powers and purposes of the converting entity remain in the converted entity. 5. The name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding except that only a governor of or interest holder in the converted entity may bring or maintain a claim for dissolution or receivership against the converted entity brought pursuant to any of the following: (a) Section 10-1430, subsection B. (b) Section 10-1815. (c) Section 10-11430, subsection B. (d) Section 10-11431, subsection C. (e) Section 12-1241. (f) Section 29-345. 6. If the converted entity is a domestic filing entity, its public organizational document is effective and is binding on its interest holders. 7. If the converted entity is a domestic limited liability partnership, its statement of qualification is effective simultaneously. 8. If the converted entity is to be a qualified foreign entity, the documents it filed to become a qualified foreign entity are effective simultaneously. 9. The private organizational documents of the converted entity that are to be in a record, if any, approved as part of the plan of conversion are effective and are binding. 10. The interests in the converting entity are converted and the interest holders of the converting entity are entitled only to the rights provided to them under the plan of conversion and to any appraisal rights they have under section 29-2109 and the converting entity's governing statute.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f3cedf657debdedbb1a12b80b025769b337bd9494931ba0e3e5d54e2bd375303.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f3cedf657debdedbb1a12b80b025769b337bd9494931ba0e3e5d54e2bd375303",
      "source_url": "https://www.azleg.gov/ars/29/02406.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.llc.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2402(A)",
          "quote": "A. A domestic entity may convert to a different type of entity under this article by approving a plan of conversion. The plan must be in a record and contain all of the following: 1. The name and type of the converting entity. 2. The name, jurisdiction of organization and type of the converted entity. 3. The manner of converting the interests in the converting entity into interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing. 4. The proposed public organizational document of the converted entity, if it is a filing entity. 5. The full text of the private organizational documents of the converted entity that are proposed to be in a record. 6. The other terms and conditions of the conversion, if any. 7. Any other provision required by the laws of this state or the organizational documents of the converting entity.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/cc750189b9d0d7ad3186d89412ffe8ec773d20d948e5c932adc39a08cbdf3b5f.html",
          "source_sha256": "cc750189b9d0d7ad3186d89412ffe8ec773d20d948e5c932adc39a08cbdf3b5f",
          "source_url": "https://www.azleg.gov/ars/29/02402.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2403(A)-(B)",
          "quote": "A. A plan of conversion is not effective unless it has been approved both: 1. By a domestic converting entity: (a) In accordance with the requirements, if any, in its governing statute and organizational documents for approval of a conversion. (b) If neither its governing statute nor its organizational documents provide for approval of a conversion, in accordance with the requirements, if any, in its governing statute or organizational documents for approval of a merger between unaffiliated entities, as if the conversion were a merger. (c) If neither its governing statute nor its organizational documents provide for approval of a conversion or a merger, by all of the interest holders of the entity entitled to vote on or consent to any matter or, if there are no such interest holders, then by all of the governors of the entity. 2. In a record by each interest holder of a domestic converting entity that will have interest holder liability for obligations that arise after the conversion becomes effective, unless both: (a) The organizational documents of the entity expressly provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders. (b) The interest holder voted for or consented in a record to that provision of the organizational documents or became an interest holder after the adoption of that provision. B. A conversion of a foreign converting entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
          "role": "approval_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/0bff2c4e37a341b024db29fc11228cb2f3e3cae1fc1b17b52aca0d5145ff43a6.html",
          "source_sha256": "0bff2c4e37a341b024db29fc11228cb2f3e3cae1fc1b17b52aca0d5145ff43a6",
          "source_url": "https://www.azleg.gov/ars/29/02403.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2405(A)",
          "quote": "A. A statement of conversion must be signed on behalf of the converting entity. The statement of conversion must be delivered for filing: 1. In the case of a domestic entity converting into a domestic entity of a different type pursuant to section 29-2401, subsection A, paragraph 1, with the appropriate filing authority, if any, for the domestic converting entity and, if there is a different filing authority for the domestic converted entity, with the different filing authority. 2. In the case of a domestic entity converting into a foreign entity of a different type pursuant to section 29-2401, subsection A, paragraph 2, with the appropriate filing authority, if any, for the domestic converting entity. 3. In the case of a foreign entity converting into a domestic entity of a different type pursuant to section 29-2401, subsection B, with the appropriate filing authority, if any, for the domestic converted entity.",
          "role": "filing_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/bc1497bd3480ddc5c3c7f8ad65ef3810b588b3f4619bc7237924b482d4bb04df.html",
          "source_sha256": "bc1497bd3480ddc5c3c7f8ad65ef3810b588b3f4619bc7237924b482d4bb04df",
          "source_url": "https://www.azleg.gov/ars/29/02405.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-4003(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-4004, a domestic limited liability company may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed.html",
          "source_sha256": "a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed",
          "source_url": "https://www.azleg.gov/ars/29/04003.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A different domestic entity type may convert into an Arizona limited liability company; a foreign source entity may do so only when its home law authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2401",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. By complying with this article, a domestic entity may become either of the following: 1. A domestic entity of a different type. 2. A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction. B. A foreign entity may become a domestic entity of a different type under this article if the conversion is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150",
      "source_url": "https://www.azleg.gov/ars/29/02401.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.llc.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2402(A)",
          "quote": "A. A domestic entity may convert to a different type of entity under this article by approving a plan of conversion. The plan must be in a record and contain all of the following: 1. The name and type of the converting entity. 2. The name, jurisdiction of organization and type of the converted entity. 3. The manner of converting the interests in the converting entity into interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing. 4. The proposed public organizational document of the converted entity, if it is a filing entity. 5. The full text of the private organizational documents of the converted entity that are proposed to be in a record. 6. The other terms and conditions of the conversion, if any. 7. Any other provision required by the laws of this state or the organizational documents of the converting entity.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/cc750189b9d0d7ad3186d89412ffe8ec773d20d948e5c932adc39a08cbdf3b5f.html",
          "source_sha256": "cc750189b9d0d7ad3186d89412ffe8ec773d20d948e5c932adc39a08cbdf3b5f",
          "source_url": "https://www.azleg.gov/ars/29/02402.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2403(A)-(B)",
          "quote": "A. A plan of conversion is not effective unless it has been approved both: 1. By a domestic converting entity: (a) In accordance with the requirements, if any, in its governing statute and organizational documents for approval of a conversion. (b) If neither its governing statute nor its organizational documents provide for approval of a conversion, in accordance with the requirements, if any, in its governing statute or organizational documents for approval of a merger between unaffiliated entities, as if the conversion were a merger. (c) If neither its governing statute nor its organizational documents provide for approval of a conversion or a merger, by all of the interest holders of the entity entitled to vote on or consent to any matter or, if there are no such interest holders, then by all of the governors of the entity. 2. In a record by each interest holder of a domestic converting entity that will have interest holder liability for obligations that arise after the conversion becomes effective, unless both: (a) The organizational documents of the entity expressly provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders. (b) The interest holder voted for or consented in a record to that provision of the organizational documents or became an interest holder after the adoption of that provision. B. A conversion of a foreign converting entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
          "role": "approval_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/0bff2c4e37a341b024db29fc11228cb2f3e3cae1fc1b17b52aca0d5145ff43a6.html",
          "source_sha256": "0bff2c4e37a341b024db29fc11228cb2f3e3cae1fc1b17b52aca0d5145ff43a6",
          "source_url": "https://www.azleg.gov/ars/29/02403.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2405(A)",
          "quote": "A. A statement of conversion must be signed on behalf of the converting entity. The statement of conversion must be delivered for filing: 1. In the case of a domestic entity converting into a domestic entity of a different type pursuant to section 29-2401, subsection A, paragraph 1, with the appropriate filing authority, if any, for the domestic converting entity and, if there is a different filing authority for the domestic converted entity, with the different filing authority. 2. In the case of a domestic entity converting into a foreign entity of a different type pursuant to section 29-2401, subsection A, paragraph 2, with the appropriate filing authority, if any, for the domestic converting entity. 3. In the case of a foreign entity converting into a domestic entity of a different type pursuant to section 29-2401, subsection B, with the appropriate filing authority, if any, for the domestic converted entity.",
          "role": "filing_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/bc1497bd3480ddc5c3c7f8ad65ef3810b588b3f4619bc7237924b482d4bb04df.html",
          "source_sha256": "bc1497bd3480ddc5c3c7f8ad65ef3810b588b3f4619bc7237924b482d4bb04df",
          "source_url": "https://www.azleg.gov/ars/29/02405.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-4003(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-4004, a domestic limited liability company may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed.html",
          "source_sha256": "a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed",
          "source_url": "https://www.azleg.gov/ars/29/04003.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A domestic Arizona limited liability company may convert to a different entity type; a foreign destination is available only when its law authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2401",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. By complying with this article, a domestic entity may become either of the following: 1. A domestic entity of a different type. 2. A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150",
      "source_url": "https://www.azleg.gov/ars/29/02401.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.llc.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2502(A)",
          "quote": "A. A domestic entity may become a foreign entity in a domestication by approving a plan of domestication. The plan must be in a record and contain all of the following: 1. The name and type of the domesticating entity. 2. The name and jurisdiction of organization of the domesticated entity. 3. The manner of converting the interests in the domesticating entity into interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing. 4. The proposed public organizational document of the domesticated entity if it is a filing entity. 5. The full text of the private organizational documents of the domesticated entity that are proposed to be in a record. 6. The other terms and conditions of the domestication, if any. 7. Any other provision required by the laws of this state or the organizational documents of the domesticating entity.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/38017f6083ca5ce1dabc3c06555d77f4ed6c671a9672a53e6a8a4c02b7448c1d.html",
          "source_sha256": "38017f6083ca5ce1dabc3c06555d77f4ed6c671a9672a53e6a8a4c02b7448c1d",
          "source_url": "https://www.azleg.gov/ars/29/02502.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2503(A)-(B)",
          "quote": "A. A plan of domestication is not effective unless it has been approved both: 1. By a domestic domesticating entity: (a) In accordance with the requirements, if any, in its governing statute and organizational documents for approval of a domestication. (b) If neither the governing statute nor its organizational documents provide for approval of a domestication, in accordance with the requirements, if any, in its governing statute or organizational documents for approval of a merger between unaffiliated entities, as if the domestication were a merger. (c) If neither its governing statute nor its organizational documents provide for approval of a domestication or a merger, by all of the interest holders of the entity entitled to vote on or consent to any matter or, if there are no such interest holders, by all of the governors of the entity. 2. In a record by each interest holder of a domestic domesticating entity that will have interest holder liability for obligations that arise after the domestication becomes effective, unless both: (a) The organizational documents of the entity expressly provide in a record for the approval of a domestication or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders. (b) The interest holder voted for or consented in a record to that provision of the organizational documents or became an interest holder after the adoption of that provision. B. A domestication of a foreign domesticating entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
          "role": "approval_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/161d96af6276de00826b047360cfd182bdd7922b484378b4b58cecae612f0cdb.html",
          "source_sha256": "161d96af6276de00826b047360cfd182bdd7922b484378b4b58cecae612f0cdb",
          "source_url": "https://www.azleg.gov/ars/29/02503.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2505(A)",
          "quote": "A. A statement of domestication must be signed on behalf of the domesticating entity. The statement of domestication must be delivered for filing: 1. In the case of a domestic entity becoming a domestic entity of the same type in a foreign jurisdiction pursuant to section 29-2501, subsection A, with the appropriate filing authority, if any, for the domestic domesticating entity. 2. In the case of a foreign entity becoming a domestic entity of the same type in this state pursuant to section 29-2501, subsection B, with the appropriate filing authority, if any, for the domestic domesticated entity.",
          "role": "filing_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/1a6067fe3850fea8c4101b4157910529934b51e17a2d6fed8110f3978b3c12bc.html",
          "source_sha256": "1a6067fe3850fea8c4101b4157910529934b51e17a2d6fed8110f3978b3c12bc",
          "source_url": "https://www.azleg.gov/ars/29/02505.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-4003(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-4004, a domestic limited liability company may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed.html",
          "source_sha256": "a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed",
          "source_url": "https://www.azleg.gov/ars/29/04003.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign limited liability company may domesticate into Arizona as the same type only when its home-jurisdiction law authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2501",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "B. A foreign entity may become a domestic entity of the same type in this state under this article if the domestication is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/fde3a846cab929d00d232c906b81156e528faa897aa71a2e6e3e6862f6ef1c74.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fde3a846cab929d00d232c906b81156e528faa897aa71a2e6e3e6862f6ef1c74",
      "source_url": "https://www.azleg.gov/ars/29/02501.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2502(A)",
          "quote": "A. A domestic entity may become a foreign entity in a domestication by approving a plan of domestication. The plan must be in a record and contain all of the following: 1. The name and type of the domesticating entity. 2. The name and jurisdiction of organization of the domesticated entity. 3. The manner of converting the interests in the domesticating entity into interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing. 4. The proposed public organizational document of the domesticated entity if it is a filing entity. 5. The full text of the private organizational documents of the domesticated entity that are proposed to be in a record. 6. The other terms and conditions of the domestication, if any. 7. Any other provision required by the laws of this state or the organizational documents of the domesticating entity.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/38017f6083ca5ce1dabc3c06555d77f4ed6c671a9672a53e6a8a4c02b7448c1d.html",
          "source_sha256": "38017f6083ca5ce1dabc3c06555d77f4ed6c671a9672a53e6a8a4c02b7448c1d",
          "source_url": "https://www.azleg.gov/ars/29/02502.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2503(A)-(B)",
          "quote": "A. A plan of domestication is not effective unless it has been approved both: 1. By a domestic domesticating entity: (a) In accordance with the requirements, if any, in its governing statute and organizational documents for approval of a domestication. (b) If neither the governing statute nor its organizational documents provide for approval of a domestication, in accordance with the requirements, if any, in its governing statute or organizational documents for approval of a merger between unaffiliated entities, as if the domestication were a merger. (c) If neither its governing statute nor its organizational documents provide for approval of a domestication or a merger, by all of the interest holders of the entity entitled to vote on or consent to any matter or, if there are no such interest holders, by all of the governors of the entity. 2. In a record by each interest holder of a domestic domesticating entity that will have interest holder liability for obligations that arise after the domestication becomes effective, unless both: (a) The organizational documents of the entity expressly provide in a record for the approval of a domestication or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders. (b) The interest holder voted for or consented in a record to that provision of the organizational documents or became an interest holder after the adoption of that provision. B. A domestication of a foreign domesticating entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
          "role": "approval_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/161d96af6276de00826b047360cfd182bdd7922b484378b4b58cecae612f0cdb.html",
          "source_sha256": "161d96af6276de00826b047360cfd182bdd7922b484378b4b58cecae612f0cdb",
          "source_url": "https://www.azleg.gov/ars/29/02503.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2505(A)",
          "quote": "A. A statement of domestication must be signed on behalf of the domesticating entity. The statement of domestication must be delivered for filing: 1. In the case of a domestic entity becoming a domestic entity of the same type in a foreign jurisdiction pursuant to section 29-2501, subsection A, with the appropriate filing authority, if any, for the domestic domesticating entity. 2. In the case of a foreign entity becoming a domestic entity of the same type in this state pursuant to section 29-2501, subsection B, with the appropriate filing authority, if any, for the domestic domesticated entity.",
          "role": "filing_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/1a6067fe3850fea8c4101b4157910529934b51e17a2d6fed8110f3978b3c12bc.html",
          "source_sha256": "1a6067fe3850fea8c4101b4157910529934b51e17a2d6fed8110f3978b3c12bc",
          "source_url": "https://www.azleg.gov/ars/29/02505.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-4003(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-4004, a domestic limited liability company may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed.html",
          "source_sha256": "a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed",
          "source_url": "https://www.azleg.gov/ars/29/04003.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A domestic Arizona limited liability company may domesticate into another jurisdiction as the same type only when the destination law authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2501",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. By complying with this article, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/fde3a846cab929d00d232c906b81156e528faa897aa71a2e6e3e6862f6ef1c74.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fde3a846cab929d00d232c906b81156e528faa897aa71a2e6e3e6862f6ef1c74",
      "source_url": "https://www.azleg.gov/ars/29/02501.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2401(A)(1), (B)",
          "quote": "A. By complying with this article, a domestic entity may become either of the following: 1. A domestic entity of a different type. 2. A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction. B. A foreign entity may become a domestic entity of a different type under this article if the conversion is authorized by the law of the foreign entity's jurisdiction of organization.",
          "role": "conversion_authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150.html",
          "source_sha256": "f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150",
          "source_url": "https://www.azleg.gov/ars/29/02401.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-4003(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-4004, a domestic limited liability company may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed.html",
          "source_sha256": "a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed",
          "source_url": "https://www.azleg.gov/ars/29/04003.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Each listed different entity type may convert into a domestic Arizona limited liability company under the Entity Restructuring Act.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "17. \"Entity\" means any of the following: (a) A corporation. (b) A general partnership, including a general partnership that has registered as a limited liability partnership. (c) A limited partnership, including a limited partnership that has registered as a limited liability limited partnership. (d) A limited liability company, including a professional limited liability company. (e) A business trust, statutory trust entity or similar trust. (f) An unincorporated association. (g) A cooperative. (h) Any other person that has a separate legal existence or has the power to acquire an interest in real property in its own name other than any of the following: (i) An individual. (ii) A testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust. (iii) A decedent's estate. (iv) A government, a governmental or political subdivision, a governmental agency or entity or a municipal corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a8579036de1b8b9385dbd0821f4bbfa8af56c9a1b20c3c0d71e967c3c6c9fb1e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a8579036de1b8b9385dbd0821f4bbfa8af56c9a1b20c3c0d71e967c3c6c9fb1e",
      "source_url": "https://www.azleg.gov/ars/29/02102.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2401(A)",
          "quote": "A. By complying with this article, a domestic entity may become either of the following: 1. A domestic entity of a different type. 2. A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.",
          "role": "conversion_authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150.html",
          "source_sha256": "f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150",
          "source_url": "https://www.azleg.gov/ars/29/02401.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-4003(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-4004, a domestic limited liability company may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed.html",
          "source_sha256": "a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed",
          "source_url": "https://www.azleg.gov/ars/29/04003.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A domestic Arizona limited liability company may convert into each listed different entity type under the Entity Restructuring Act.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "17. \"Entity\" means any of the following: (a) A corporation. (b) A general partnership, including a general partnership that has registered as a limited liability partnership. (c) A limited partnership, including a limited partnership that has registered as a limited liability limited partnership. (d) A limited liability company, including a professional limited liability company. (e) A business trust, statutory trust entity or similar trust. (f) An unincorporated association. (g) A cooperative. (h) Any other person that has a separate legal existence or has the power to acquire an interest in real property in its own name other than any of the following: (i) An individual. (ii) A testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust. (iii) A decedent's estate. (iv) A government, a governmental or political subdivision, a governmental agency or entity or a municipal corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a8579036de1b8b9385dbd0821f4bbfa8af56c9a1b20c3c0d71e967c3c6c9fb1e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a8579036de1b8b9385dbd0821f4bbfa8af56c9a1b20c3c0d71e967c3c6c9fb1e",
      "source_url": "https://www.azleg.gov/ars/29/02102.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The filing-fee locator for an Arizona limited liability company's conversion or domestication statement is A.R.S. § 29-3213(A)(6) (amount not reproduced here).",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-3213",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "6. A statement of merger, interest exchange, conversion, domestication or division if the entity responsible for filing the statement is a limited liability company, fifty dollars.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/674e17fb80c17eafc8a148c31a67d55759fb6761355711d99794a10d60c073ca.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "674e17fb80c17eafc8a148c31a67d55759fb6761355711d99794a10d60c073ca",
      "source_url": "https://www.azleg.gov/ars/29/03213.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2402(A)",
          "quote": "A. A domestic entity may convert to a different type of entity under this article by approving a plan of conversion. The plan must be in a record and contain all of the following: 1. The name and type of the converting entity. 2. The name, jurisdiction of organization and type of the converted entity. 3. The manner of converting the interests in the converting entity into interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing. 4. The proposed public organizational document of the converted entity, if it is a filing entity. 5. The full text of the private organizational documents of the converted entity that are proposed to be in a record. 6. The other terms and conditions of the conversion, if any. 7. Any other provision required by the laws of this state or the organizational documents of the converting entity.",
          "role": "conversion_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/cc750189b9d0d7ad3186d89412ffe8ec773d20d948e5c932adc39a08cbdf3b5f.html",
          "source_sha256": "cc750189b9d0d7ad3186d89412ffe8ec773d20d948e5c932adc39a08cbdf3b5f",
          "source_url": "https://www.azleg.gov/ars/29/02402.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2502(A)",
          "quote": "A. A domestic entity may become a foreign entity in a domestication by approving a plan of domestication. The plan must be in a record and contain all of the following: 1. The name and type of the domesticating entity. 2. The name and jurisdiction of organization of the domesticated entity. 3. The manner of converting the interests in the domesticating entity into interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing. 4. The proposed public organizational document of the domesticated entity if it is a filing entity. 5. The full text of the private organizational documents of the domesticated entity that are proposed to be in a record. 6. The other terms and conditions of the domestication, if any. 7. Any other provision required by the laws of this state or the organizational documents of the domesticating entity.",
          "role": "domestication_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/38017f6083ca5ce1dabc3c06555d77f4ed6c671a9672a53e6a8a4c02b7448c1d.html",
          "source_sha256": "38017f6083ca5ce1dabc3c06555d77f4ed6c671a9672a53e6a8a4c02b7448c1d",
          "source_url": "https://www.azleg.gov/ars/29/02502.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2505(A)",
          "quote": "A. A statement of domestication must be signed on behalf of the domesticating entity. The statement of domestication must be delivered for filing: 1. In the case of a domestic entity becoming a domestic entity of the same type in a foreign jurisdiction pursuant to section 29-2501, subsection A, with the appropriate filing authority, if any, for the domestic domesticating entity. 2. In the case of a foreign entity becoming a domestic entity of the same type in this state pursuant to section 29-2501, subsection B, with the appropriate filing authority, if any, for the domestic domesticated entity.",
          "role": "domestication_statement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/1a6067fe3850fea8c4101b4157910529934b51e17a2d6fed8110f3978b3c12bc.html",
          "source_sha256": "1a6067fe3850fea8c4101b4157910529934b51e17a2d6fed8110f3978b3c12bc",
          "source_url": "https://www.azleg.gov/ars/29/02505.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-4003(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-4004, a domestic limited liability company may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed.html",
          "source_sha256": "a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed",
          "source_url": "https://www.azleg.gov/ars/29/04003.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Arizona uses plans and statements of conversion and domestication for a limited liability company; the applicable statement is delivered to the proper filing authority.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2405",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A statement of conversion must be signed on behalf of the converting entity. The statement of conversion must be delivered for filing: 1. In the case of a domestic entity converting into a domestic entity of a different type pursuant to section 29-2401, subsection A, paragraph 1, with the appropriate filing authority, if any, for the domestic converting entity and, if there is a different filing authority for the domestic converted entity, with the different filing authority. 2. In the case of a domestic entity converting into a foreign entity of a different type pursuant to section 29-2401, subsection A, paragraph 2, with the appropriate filing authority, if any, for the domestic converting entity. 3. In the case of a foreign entity converting into a domestic entity of a different type pursuant to section 29-2401, subsection B, with the appropriate filing authority, if any, for the domestic converted entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/bc1497bd3480ddc5c3c7f8ad65ef3810b588b3f4619bc7237924b482d4bb04df.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bc1497bd3480ddc5c3c7f8ad65ef3810b588b3f4619bc7237924b482d4bb04df",
      "source_url": "https://www.azleg.gov/ars/29/02405.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.llc.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2407(A)",
          "quote": "A. If a statement of conversion is filed with the appropriate filing authority but the conversion is not authorized by the law of the relevant foreign jurisdiction as required by either section 29-2401, subsection A, paragraph 2 or subsection B, the conversion is ineffective. A statement of ineffectiveness of conversion must be signed on behalf of the entity on behalf of which the statement of conversion was signed and must be delivered for filing with the appropriate filing authority to reflect that ineffectiveness in the public record.",
          "role": "ineffectiveness_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/d0476d92c2f52d26d13bf7d21cf19a958d2bb6d8452bb7ca2a3a778dfa90f03b.html",
          "source_sha256": "d0476d92c2f52d26d13bf7d21cf19a958d2bb6d8452bb7ca2a3a778dfa90f03b",
          "source_url": "https://www.azleg.gov/ars/29/02407.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-4003(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-4004, a domestic limited liability company may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed.html",
          "source_sha256": "a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed",
          "source_url": "https://www.azleg.gov/ars/29/04003.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "For a conversion involving a foreign jurisdiction and an Arizona limited liability company, that jurisdiction's law must authorize the conversion.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2401",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. By complying with this article, a domestic entity may become either of the following: 1. A domestic entity of a different type. 2. A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction. B. A foreign entity may become a domestic entity of a different type under this article if the conversion is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150",
      "source_url": "https://www.azleg.gov/ars/29/02401.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.llc.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2501(A)-(B)",
          "quote": "A. By complying with this article, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction. B. A foreign entity may become a domestic entity of the same type in this state under this article if the domestication is authorized by the law of the foreign entity's jurisdiction of organization.",
          "role": "operative_use",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/fde3a846cab929d00d232c906b81156e528faa897aa71a2e6e3e6862f6ef1c74.html",
          "source_sha256": "fde3a846cab929d00d232c906b81156e528faa897aa71a2e6e3e6862f6ef1c74",
          "source_url": "https://www.azleg.gov/ars/29/02501.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-4003(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-4004, a domestic limited liability company may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed.html",
          "source_sha256": "a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed",
          "source_url": "https://www.azleg.gov/ars/29/04003.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Arizona uses and defines the term “domestication” for the same-type jurisdictional move of a limited liability company.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "16. \"Domestication\" means a transaction authorized by article 5 of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a8579036de1b8b9385dbd0821f4bbfa8af56c9a1b20c3c0d71e967c3c6c9fb1e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a8579036de1b8b9385dbd0821f4bbfa8af56c9a1b20c3c0d71e967c3c6c9fb1e",
      "source_url": "https://www.azleg.gov/ars/29/02102.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.llc.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-4003(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-4004, a domestic limited liability company may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed.html",
          "source_sha256": "a051a45ec29b717ee0529fe1aeaf5f9e4614f31deae86c940791c5fa72031aed",
          "source_url": "https://www.azleg.gov/ars/29/04003.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, tax-payment or good-standing condition was located in Arizona's complete conversion and domestication articles for a limited liability company.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150",
      "source_url": "https://www.azleg.gov/ars/29/02401.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2403",
          "quote": "A. A plan of conversion is not effective unless it has been approved both: 1. By a domestic converting entity: (a) In accordance with the requirements, if any, in its governing statute and organizational documents for approval of a conversion. (b) If neither its governing statute nor its organizational documents provide for approval of a conversion, in accordance with the requirements, if any, in its governing statute or organizational documents for approval of a merger between unaffiliated entities, as if the conversion were a merger. (c) If neither its governing statute nor its organizational documents provide for approval of a conversion or a merger, by all of the interest holders of the entity entitled to vote on or consent to any matter or, if there are no such interest holders, then by all of the governors of the entity. 2. In a record by each interest holder of a domestic converting entity that will have interest holder liability for obligations that arise after the conversion becomes effective, unless both: (a) The organizational documents of the entity expressly provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders. (b) The interest holder voted for or consented in a record to that provision of the organizational documents or became an interest holder after the adoption of that provision. B. A conversion of a foreign converting entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
          "role": "conversion_approval_supplement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/0bff2c4e37a341b024db29fc11228cb2f3e3cae1fc1b17b52aca0d5145ff43a6.html",
          "source_sha256": "0bff2c4e37a341b024db29fc11228cb2f3e3cae1fc1b17b52aca0d5145ff43a6",
          "source_url": "https://www.azleg.gov/ars/29/02403.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2503",
          "quote": "A. A plan of domestication is not effective unless it has been approved both: 1. By a domestic domesticating entity: (a) In accordance with the requirements, if any, in its governing statute and organizational documents for approval of a domestication. (b) If neither the governing statute nor its organizational documents provide for approval of a domestication, in accordance with the requirements, if any, in its governing statute or organizational documents for approval of a merger between unaffiliated entities, as if the domestication were a merger. (c) If neither its governing statute nor its organizational documents provide for approval of a domestication or a merger, by all of the interest holders of the entity entitled to vote on or consent to any matter or, if there are no such interest holders, by all of the governors of the entity. 2. In a record by each interest holder of a domestic domesticating entity that will have interest holder liability for obligations that arise after the domestication becomes effective, unless both: (a) The organizational documents of the entity expressly provide in a record for the approval of a domestication or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders. (b) The interest holder voted for or consented in a record to that provision of the organizational documents or became an interest holder after the adoption of that provision. B. A domestication of a foreign domesticating entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
          "role": "domestication_approval_supplement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/161d96af6276de00826b047360cfd182bdd7922b484378b4b58cecae612f0cdb.html",
          "source_sha256": "161d96af6276de00826b047360cfd182bdd7922b484378b4b58cecae612f0cdb",
          "source_url": "https://www.azleg.gov/ars/29/02503.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A domestic Arizona limited partnership's plan requires all partners or the number or percentage specified for the transaction in the partnership agreement.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-370",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The plan must be approved by all of the partners or a number or percentage specified for the transaction in the partnership agreement.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/e15f2a60667e95c270d27fef7baf5112a06490cbfb22c78ee59ee56c39782d2d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e15f2a60667e95c270d27fef7baf5112a06490cbfb22c78ee59ee56c39782d2d",
      "source_url": "https://www.azleg.gov/ars/29/00370.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.lp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2506(A)",
          "quote": "A. When a domestication becomes effective: 1. The domesticated entity is both: (a) Organized under and subject to the governing statute of the domesticated entity. (b) The same entity without interruption as the domesticating entity. 2. All property, including rights, privileges, immunities and powers of the domesticating entity, remains vested in the domesticated entity without assignment, reversion or impairment. 3. All obligations of the domesticating entity continue as obligations of the domesticated entity. 4. Except as provided by law other than this chapter or the plan of domestication, all of the rights, privileges, immunities, powers and purposes of the domesticating entity remain in the domesticated entity. 5. The name of the domesticated entity may be substituted for the name of the domesticating entity in any pending action or proceeding. 6. If the domesticated entity is a domestic filing entity, its public organizational document is effective and is binding on its interest holders. 7. If the domesticated entity is a domestic limited liability partnership, its statement of qualification is effective simultaneously. 8. If the domesticated entity is to be a qualified foreign entity, the documents it filed to become a qualified foreign entity are effective simultaneously. 9. The private organizational documents of the domesticated entity that are to be in a record, if any, approved as part of the plan of domestication are effective and are binding. 10. The interests in the domesticating entity are converted and the interest holders of the domesticating entity are entitled only to the rights provided to them under the plan of domestication and to any appraisal rights they have under section 29-2109 and the domesticating entity's governing statute.",
          "role": "domestication_effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/74c9cb1967d6ae2996a95d1628b5759a9ceaf4ee8ebda3e4ca7356cfbd07b2e0.html",
          "source_sha256": "74c9cb1967d6ae2996a95d1628b5759a9ceaf4ee8ebda3e4ca7356cfbd07b2e0",
          "source_url": "https://www.azleg.gov/ars/29/02506.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-369(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-370, a domestic limited partnership may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e.html",
          "source_sha256": "f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e",
          "source_url": "https://www.azleg.gov/ars/29/00369.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Conversion or domestication continues the Arizona limited partnership without interruption and carries forward its property, obligations, rights and organizational documents.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2406",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. When a conversion becomes effective: 1. The converted entity is both of the following: (a) Organized under and subject to the governing statute of the converted entity. (b) The same entity without interruption as the converting entity. 2. All property, including rights, privileges, immunities and powers, of the converting entity remains vested in the converted entity without assignment, reversion or impairment. 3. All obligations of the converting entity continue as obligations of the converted entity except that only a governor of or interest holder in the converted entity may bring or maintain a claim for dissolution or receivership against the converted entity brought pursuant to any of the following: (a) Section 10-1430, subsection B. (b) Section 10-1815. (c) Section 10-11430, subsection B. (d) Section 10-11431, subsection C. (e) Section 12-1241. (f) Section 29-345. 4. Except as provided by law other than this chapter or the plan of conversion, all of the rights, privileges, immunities, powers and purposes of the converting entity remain in the converted entity. 5. The name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding except that only a governor of or interest holder in the converted entity may bring or maintain a claim for dissolution or receivership against the converted entity brought pursuant to any of the following: (a) Section 10-1430, subsection B. (b) Section 10-1815. (c) Section 10-11430, subsection B. (d) Section 10-11431, subsection C. (e) Section 12-1241. (f) Section 29-345. 6. If the converted entity is a domestic filing entity, its public organizational document is effective and is binding on its interest holders. 7. If the converted entity is a domestic limited liability partnership, its statement of qualification is effective simultaneously. 8. If the converted entity is to be a qualified foreign entity, the documents it filed to become a qualified foreign entity are effective simultaneously. 9. The private organizational documents of the converted entity that are to be in a record, if any, approved as part of the plan of conversion are effective and are binding. 10. The interests in the converting entity are converted and the interest holders of the converting entity are entitled only to the rights provided to them under the plan of conversion and to any appraisal rights they have under section 29-2109 and the converting entity's governing statute.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f3cedf657debdedbb1a12b80b025769b337bd9494931ba0e3e5d54e2bd375303.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f3cedf657debdedbb1a12b80b025769b337bd9494931ba0e3e5d54e2bd375303",
      "source_url": "https://www.azleg.gov/ars/29/02406.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2402(A)",
          "quote": "A. A domestic entity may convert to a different type of entity under this article by approving a plan of conversion. The plan must be in a record and contain all of the following: 1. The name and type of the converting entity. 2. The name, jurisdiction of organization and type of the converted entity. 3. The manner of converting the interests in the converting entity into interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing. 4. The proposed public organizational document of the converted entity, if it is a filing entity. 5. The full text of the private organizational documents of the converted entity that are proposed to be in a record. 6. The other terms and conditions of the conversion, if any. 7. Any other provision required by the laws of this state or the organizational documents of the converting entity.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/cc750189b9d0d7ad3186d89412ffe8ec773d20d948e5c932adc39a08cbdf3b5f.html",
          "source_sha256": "cc750189b9d0d7ad3186d89412ffe8ec773d20d948e5c932adc39a08cbdf3b5f",
          "source_url": "https://www.azleg.gov/ars/29/02402.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2403(A)-(B)",
          "quote": "A. A plan of conversion is not effective unless it has been approved both: 1. By a domestic converting entity: (a) In accordance with the requirements, if any, in its governing statute and organizational documents for approval of a conversion. (b) If neither its governing statute nor its organizational documents provide for approval of a conversion, in accordance with the requirements, if any, in its governing statute or organizational documents for approval of a merger between unaffiliated entities, as if the conversion were a merger. (c) If neither its governing statute nor its organizational documents provide for approval of a conversion or a merger, by all of the interest holders of the entity entitled to vote on or consent to any matter or, if there are no such interest holders, then by all of the governors of the entity. 2. In a record by each interest holder of a domestic converting entity that will have interest holder liability for obligations that arise after the conversion becomes effective, unless both: (a) The organizational documents of the entity expressly provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders. (b) The interest holder voted for or consented in a record to that provision of the organizational documents or became an interest holder after the adoption of that provision. B. A conversion of a foreign converting entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
          "role": "approval_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/0bff2c4e37a341b024db29fc11228cb2f3e3cae1fc1b17b52aca0d5145ff43a6.html",
          "source_sha256": "0bff2c4e37a341b024db29fc11228cb2f3e3cae1fc1b17b52aca0d5145ff43a6",
          "source_url": "https://www.azleg.gov/ars/29/02403.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2405(A)",
          "quote": "A. A statement of conversion must be signed on behalf of the converting entity. The statement of conversion must be delivered for filing: 1. In the case of a domestic entity converting into a domestic entity of a different type pursuant to section 29-2401, subsection A, paragraph 1, with the appropriate filing authority, if any, for the domestic converting entity and, if there is a different filing authority for the domestic converted entity, with the different filing authority. 2. In the case of a domestic entity converting into a foreign entity of a different type pursuant to section 29-2401, subsection A, paragraph 2, with the appropriate filing authority, if any, for the domestic converting entity. 3. In the case of a foreign entity converting into a domestic entity of a different type pursuant to section 29-2401, subsection B, with the appropriate filing authority, if any, for the domestic converted entity.",
          "role": "filing_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/bc1497bd3480ddc5c3c7f8ad65ef3810b588b3f4619bc7237924b482d4bb04df.html",
          "source_sha256": "bc1497bd3480ddc5c3c7f8ad65ef3810b588b3f4619bc7237924b482d4bb04df",
          "source_url": "https://www.azleg.gov/ars/29/02405.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-369(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-370, a domestic limited partnership may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e.html",
          "source_sha256": "f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e",
          "source_url": "https://www.azleg.gov/ars/29/00369.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A different domestic entity type may convert into an Arizona limited partnership; a foreign source entity may do so only when its home law authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2401",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. By complying with this article, a domestic entity may become either of the following: 1. A domestic entity of a different type. 2. A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction. B. A foreign entity may become a domestic entity of a different type under this article if the conversion is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150",
      "source_url": "https://www.azleg.gov/ars/29/02401.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2402(A)",
          "quote": "A. A domestic entity may convert to a different type of entity under this article by approving a plan of conversion. The plan must be in a record and contain all of the following: 1. The name and type of the converting entity. 2. The name, jurisdiction of organization and type of the converted entity. 3. The manner of converting the interests in the converting entity into interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing. 4. The proposed public organizational document of the converted entity, if it is a filing entity. 5. The full text of the private organizational documents of the converted entity that are proposed to be in a record. 6. The other terms and conditions of the conversion, if any. 7. Any other provision required by the laws of this state or the organizational documents of the converting entity.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/cc750189b9d0d7ad3186d89412ffe8ec773d20d948e5c932adc39a08cbdf3b5f.html",
          "source_sha256": "cc750189b9d0d7ad3186d89412ffe8ec773d20d948e5c932adc39a08cbdf3b5f",
          "source_url": "https://www.azleg.gov/ars/29/02402.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2403(A)-(B)",
          "quote": "A. A plan of conversion is not effective unless it has been approved both: 1. By a domestic converting entity: (a) In accordance with the requirements, if any, in its governing statute and organizational documents for approval of a conversion. (b) If neither its governing statute nor its organizational documents provide for approval of a conversion, in accordance with the requirements, if any, in its governing statute or organizational documents for approval of a merger between unaffiliated entities, as if the conversion were a merger. (c) If neither its governing statute nor its organizational documents provide for approval of a conversion or a merger, by all of the interest holders of the entity entitled to vote on or consent to any matter or, if there are no such interest holders, then by all of the governors of the entity. 2. In a record by each interest holder of a domestic converting entity that will have interest holder liability for obligations that arise after the conversion becomes effective, unless both: (a) The organizational documents of the entity expressly provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders. (b) The interest holder voted for or consented in a record to that provision of the organizational documents or became an interest holder after the adoption of that provision. B. A conversion of a foreign converting entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
          "role": "approval_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/0bff2c4e37a341b024db29fc11228cb2f3e3cae1fc1b17b52aca0d5145ff43a6.html",
          "source_sha256": "0bff2c4e37a341b024db29fc11228cb2f3e3cae1fc1b17b52aca0d5145ff43a6",
          "source_url": "https://www.azleg.gov/ars/29/02403.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2405(A)",
          "quote": "A. A statement of conversion must be signed on behalf of the converting entity. The statement of conversion must be delivered for filing: 1. In the case of a domestic entity converting into a domestic entity of a different type pursuant to section 29-2401, subsection A, paragraph 1, with the appropriate filing authority, if any, for the domestic converting entity and, if there is a different filing authority for the domestic converted entity, with the different filing authority. 2. In the case of a domestic entity converting into a foreign entity of a different type pursuant to section 29-2401, subsection A, paragraph 2, with the appropriate filing authority, if any, for the domestic converting entity. 3. In the case of a foreign entity converting into a domestic entity of a different type pursuant to section 29-2401, subsection B, with the appropriate filing authority, if any, for the domestic converted entity.",
          "role": "filing_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/bc1497bd3480ddc5c3c7f8ad65ef3810b588b3f4619bc7237924b482d4bb04df.html",
          "source_sha256": "bc1497bd3480ddc5c3c7f8ad65ef3810b588b3f4619bc7237924b482d4bb04df",
          "source_url": "https://www.azleg.gov/ars/29/02405.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-369(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-370, a domestic limited partnership may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e.html",
          "source_sha256": "f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e",
          "source_url": "https://www.azleg.gov/ars/29/00369.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A domestic Arizona limited partnership may convert to a different entity type; a foreign destination is available only when its law authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2401",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. By complying with this article, a domestic entity may become either of the following: 1. A domestic entity of a different type. 2. A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150",
      "source_url": "https://www.azleg.gov/ars/29/02401.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2502(A)",
          "quote": "A. A domestic entity may become a foreign entity in a domestication by approving a plan of domestication. The plan must be in a record and contain all of the following: 1. The name and type of the domesticating entity. 2. The name and jurisdiction of organization of the domesticated entity. 3. The manner of converting the interests in the domesticating entity into interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing. 4. The proposed public organizational document of the domesticated entity if it is a filing entity. 5. The full text of the private organizational documents of the domesticated entity that are proposed to be in a record. 6. The other terms and conditions of the domestication, if any. 7. Any other provision required by the laws of this state or the organizational documents of the domesticating entity.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/38017f6083ca5ce1dabc3c06555d77f4ed6c671a9672a53e6a8a4c02b7448c1d.html",
          "source_sha256": "38017f6083ca5ce1dabc3c06555d77f4ed6c671a9672a53e6a8a4c02b7448c1d",
          "source_url": "https://www.azleg.gov/ars/29/02502.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2503(A)-(B)",
          "quote": "A. A plan of domestication is not effective unless it has been approved both: 1. By a domestic domesticating entity: (a) In accordance with the requirements, if any, in its governing statute and organizational documents for approval of a domestication. (b) If neither the governing statute nor its organizational documents provide for approval of a domestication, in accordance with the requirements, if any, in its governing statute or organizational documents for approval of a merger between unaffiliated entities, as if the domestication were a merger. (c) If neither its governing statute nor its organizational documents provide for approval of a domestication or a merger, by all of the interest holders of the entity entitled to vote on or consent to any matter or, if there are no such interest holders, by all of the governors of the entity. 2. In a record by each interest holder of a domestic domesticating entity that will have interest holder liability for obligations that arise after the domestication becomes effective, unless both: (a) The organizational documents of the entity expressly provide in a record for the approval of a domestication or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders. (b) The interest holder voted for or consented in a record to that provision of the organizational documents or became an interest holder after the adoption of that provision. B. A domestication of a foreign domesticating entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
          "role": "approval_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/161d96af6276de00826b047360cfd182bdd7922b484378b4b58cecae612f0cdb.html",
          "source_sha256": "161d96af6276de00826b047360cfd182bdd7922b484378b4b58cecae612f0cdb",
          "source_url": "https://www.azleg.gov/ars/29/02503.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2505(A)",
          "quote": "A. A statement of domestication must be signed on behalf of the domesticating entity. The statement of domestication must be delivered for filing: 1. In the case of a domestic entity becoming a domestic entity of the same type in a foreign jurisdiction pursuant to section 29-2501, subsection A, with the appropriate filing authority, if any, for the domestic domesticating entity. 2. In the case of a foreign entity becoming a domestic entity of the same type in this state pursuant to section 29-2501, subsection B, with the appropriate filing authority, if any, for the domestic domesticated entity.",
          "role": "filing_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/1a6067fe3850fea8c4101b4157910529934b51e17a2d6fed8110f3978b3c12bc.html",
          "source_sha256": "1a6067fe3850fea8c4101b4157910529934b51e17a2d6fed8110f3978b3c12bc",
          "source_url": "https://www.azleg.gov/ars/29/02505.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-369(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-370, a domestic limited partnership may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e.html",
          "source_sha256": "f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e",
          "source_url": "https://www.azleg.gov/ars/29/00369.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign limited partnership may domesticate into Arizona as the same type only when its home-jurisdiction law authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2501",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "B. A foreign entity may become a domestic entity of the same type in this state under this article if the domestication is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/fde3a846cab929d00d232c906b81156e528faa897aa71a2e6e3e6862f6ef1c74.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fde3a846cab929d00d232c906b81156e528faa897aa71a2e6e3e6862f6ef1c74",
      "source_url": "https://www.azleg.gov/ars/29/02501.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2502(A)",
          "quote": "A. A domestic entity may become a foreign entity in a domestication by approving a plan of domestication. The plan must be in a record and contain all of the following: 1. The name and type of the domesticating entity. 2. The name and jurisdiction of organization of the domesticated entity. 3. The manner of converting the interests in the domesticating entity into interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing. 4. The proposed public organizational document of the domesticated entity if it is a filing entity. 5. The full text of the private organizational documents of the domesticated entity that are proposed to be in a record. 6. The other terms and conditions of the domestication, if any. 7. Any other provision required by the laws of this state or the organizational documents of the domesticating entity.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/38017f6083ca5ce1dabc3c06555d77f4ed6c671a9672a53e6a8a4c02b7448c1d.html",
          "source_sha256": "38017f6083ca5ce1dabc3c06555d77f4ed6c671a9672a53e6a8a4c02b7448c1d",
          "source_url": "https://www.azleg.gov/ars/29/02502.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2503(A)-(B)",
          "quote": "A. A plan of domestication is not effective unless it has been approved both: 1. By a domestic domesticating entity: (a) In accordance with the requirements, if any, in its governing statute and organizational documents for approval of a domestication. (b) If neither the governing statute nor its organizational documents provide for approval of a domestication, in accordance with the requirements, if any, in its governing statute or organizational documents for approval of a merger between unaffiliated entities, as if the domestication were a merger. (c) If neither its governing statute nor its organizational documents provide for approval of a domestication or a merger, by all of the interest holders of the entity entitled to vote on or consent to any matter or, if there are no such interest holders, by all of the governors of the entity. 2. In a record by each interest holder of a domestic domesticating entity that will have interest holder liability for obligations that arise after the domestication becomes effective, unless both: (a) The organizational documents of the entity expressly provide in a record for the approval of a domestication or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders. (b) The interest holder voted for or consented in a record to that provision of the organizational documents or became an interest holder after the adoption of that provision. B. A domestication of a foreign domesticating entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
          "role": "approval_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/161d96af6276de00826b047360cfd182bdd7922b484378b4b58cecae612f0cdb.html",
          "source_sha256": "161d96af6276de00826b047360cfd182bdd7922b484378b4b58cecae612f0cdb",
          "source_url": "https://www.azleg.gov/ars/29/02503.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2505(A)",
          "quote": "A. A statement of domestication must be signed on behalf of the domesticating entity. The statement of domestication must be delivered for filing: 1. In the case of a domestic entity becoming a domestic entity of the same type in a foreign jurisdiction pursuant to section 29-2501, subsection A, with the appropriate filing authority, if any, for the domestic domesticating entity. 2. In the case of a foreign entity becoming a domestic entity of the same type in this state pursuant to section 29-2501, subsection B, with the appropriate filing authority, if any, for the domestic domesticated entity.",
          "role": "filing_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/1a6067fe3850fea8c4101b4157910529934b51e17a2d6fed8110f3978b3c12bc.html",
          "source_sha256": "1a6067fe3850fea8c4101b4157910529934b51e17a2d6fed8110f3978b3c12bc",
          "source_url": "https://www.azleg.gov/ars/29/02505.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-369(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-370, a domestic limited partnership may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e.html",
          "source_sha256": "f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e",
          "source_url": "https://www.azleg.gov/ars/29/00369.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A domestic Arizona limited partnership may domesticate into another jurisdiction as the same type only when the destination law authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2501",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. By complying with this article, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/fde3a846cab929d00d232c906b81156e528faa897aa71a2e6e3e6862f6ef1c74.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fde3a846cab929d00d232c906b81156e528faa897aa71a2e6e3e6862f6ef1c74",
      "source_url": "https://www.azleg.gov/ars/29/02501.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2401(A)(1), (B)",
          "quote": "A. By complying with this article, a domestic entity may become either of the following: 1. A domestic entity of a different type. 2. A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction. B. A foreign entity may become a domestic entity of a different type under this article if the conversion is authorized by the law of the foreign entity's jurisdiction of organization.",
          "role": "conversion_authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150.html",
          "source_sha256": "f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150",
          "source_url": "https://www.azleg.gov/ars/29/02401.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-369(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-370, a domestic limited partnership may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e.html",
          "source_sha256": "f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e",
          "source_url": "https://www.azleg.gov/ars/29/00369.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Each listed different entity type may convert into a domestic Arizona limited partnership under the Entity Restructuring Act.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "17. \"Entity\" means any of the following: (a) A corporation. (b) A general partnership, including a general partnership that has registered as a limited liability partnership. (c) A limited partnership, including a limited partnership that has registered as a limited liability limited partnership. (d) A limited liability company, including a professional limited liability company. (e) A business trust, statutory trust entity or similar trust. (f) An unincorporated association. (g) A cooperative. (h) Any other person that has a separate legal existence or has the power to acquire an interest in real property in its own name other than any of the following: (i) An individual. (ii) A testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust. (iii) A decedent's estate. (iv) A government, a governmental or political subdivision, a governmental agency or entity or a municipal corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a8579036de1b8b9385dbd0821f4bbfa8af56c9a1b20c3c0d71e967c3c6c9fb1e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a8579036de1b8b9385dbd0821f4bbfa8af56c9a1b20c3c0d71e967c3c6c9fb1e",
      "source_url": "https://www.azleg.gov/ars/29/02102.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2401(A)",
          "quote": "A. By complying with this article, a domestic entity may become either of the following: 1. A domestic entity of a different type. 2. A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.",
          "role": "conversion_authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150.html",
          "source_sha256": "f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150",
          "source_url": "https://www.azleg.gov/ars/29/02401.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-369(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-370, a domestic limited partnership may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e.html",
          "source_sha256": "f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e",
          "source_url": "https://www.azleg.gov/ars/29/00369.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A domestic Arizona limited partnership may convert into each listed different entity type under the Entity Restructuring Act.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "17. \"Entity\" means any of the following: (a) A corporation. (b) A general partnership, including a general partnership that has registered as a limited liability partnership. (c) A limited partnership, including a limited partnership that has registered as a limited liability limited partnership. (d) A limited liability company, including a professional limited liability company. (e) A business trust, statutory trust entity or similar trust. (f) An unincorporated association. (g) A cooperative. (h) Any other person that has a separate legal existence or has the power to acquire an interest in real property in its own name other than any of the following: (i) An individual. (ii) A testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust. (iii) A decedent's estate. (iv) A government, a governmental or political subdivision, a governmental agency or entity or a municipal corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a8579036de1b8b9385dbd0821f4bbfa8af56c9a1b20c3c0d71e967c3c6c9fb1e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a8579036de1b8b9385dbd0821f4bbfa8af56c9a1b20c3c0d71e967c3c6c9fb1e",
      "source_url": "https://www.azleg.gov/ars/29/02102.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The filing-fee locator for an Arizona limited partnership's conversion or domestication statement is A.R.S. § 29-366(2) (amount not reproduced here).",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-366",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "2. Filing a certificate of amendment or any document described in chapter 6 of this title, ten dollars, plus three dollars per page.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/AZ/1b772ee20191ff678ba8f514b67da1fae3151ccaa4f7fc25585e78de6eee99fd.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "1b772ee20191ff678ba8f514b67da1fae3151ccaa4f7fc25585e78de6eee99fd",
      "source_url": "https://www.azleg.gov/ars/29/00366.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2402(A)",
          "quote": "A. A domestic entity may convert to a different type of entity under this article by approving a plan of conversion. The plan must be in a record and contain all of the following: 1. The name and type of the converting entity. 2. The name, jurisdiction of organization and type of the converted entity. 3. The manner of converting the interests in the converting entity into interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing. 4. The proposed public organizational document of the converted entity, if it is a filing entity. 5. The full text of the private organizational documents of the converted entity that are proposed to be in a record. 6. The other terms and conditions of the conversion, if any. 7. Any other provision required by the laws of this state or the organizational documents of the converting entity.",
          "role": "conversion_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/cc750189b9d0d7ad3186d89412ffe8ec773d20d948e5c932adc39a08cbdf3b5f.html",
          "source_sha256": "cc750189b9d0d7ad3186d89412ffe8ec773d20d948e5c932adc39a08cbdf3b5f",
          "source_url": "https://www.azleg.gov/ars/29/02402.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2502(A)",
          "quote": "A. A domestic entity may become a foreign entity in a domestication by approving a plan of domestication. The plan must be in a record and contain all of the following: 1. The name and type of the domesticating entity. 2. The name and jurisdiction of organization of the domesticated entity. 3. The manner of converting the interests in the domesticating entity into interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing. 4. The proposed public organizational document of the domesticated entity if it is a filing entity. 5. The full text of the private organizational documents of the domesticated entity that are proposed to be in a record. 6. The other terms and conditions of the domestication, if any. 7. Any other provision required by the laws of this state or the organizational documents of the domesticating entity.",
          "role": "domestication_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/38017f6083ca5ce1dabc3c06555d77f4ed6c671a9672a53e6a8a4c02b7448c1d.html",
          "source_sha256": "38017f6083ca5ce1dabc3c06555d77f4ed6c671a9672a53e6a8a4c02b7448c1d",
          "source_url": "https://www.azleg.gov/ars/29/02502.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-2505(A)",
          "quote": "A. A statement of domestication must be signed on behalf of the domesticating entity. The statement of domestication must be delivered for filing: 1. In the case of a domestic entity becoming a domestic entity of the same type in a foreign jurisdiction pursuant to section 29-2501, subsection A, with the appropriate filing authority, if any, for the domestic domesticating entity. 2. In the case of a foreign entity becoming a domestic entity of the same type in this state pursuant to section 29-2501, subsection B, with the appropriate filing authority, if any, for the domestic domesticated entity.",
          "role": "domestication_statement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/1a6067fe3850fea8c4101b4157910529934b51e17a2d6fed8110f3978b3c12bc.html",
          "source_sha256": "1a6067fe3850fea8c4101b4157910529934b51e17a2d6fed8110f3978b3c12bc",
          "source_url": "https://www.azleg.gov/ars/29/02505.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-369(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-370, a domestic limited partnership may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e.html",
          "source_sha256": "f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e",
          "source_url": "https://www.azleg.gov/ars/29/00369.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Arizona uses plans and statements of conversion and domestication for a limited partnership; the applicable statement is delivered to the proper filing authority.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2405",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A statement of conversion must be signed on behalf of the converting entity. The statement of conversion must be delivered for filing: 1. In the case of a domestic entity converting into a domestic entity of a different type pursuant to section 29-2401, subsection A, paragraph 1, with the appropriate filing authority, if any, for the domestic converting entity and, if there is a different filing authority for the domestic converted entity, with the different filing authority. 2. In the case of a domestic entity converting into a foreign entity of a different type pursuant to section 29-2401, subsection A, paragraph 2, with the appropriate filing authority, if any, for the domestic converting entity. 3. In the case of a foreign entity converting into a domestic entity of a different type pursuant to section 29-2401, subsection B, with the appropriate filing authority, if any, for the domestic converted entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/bc1497bd3480ddc5c3c7f8ad65ef3810b588b3f4619bc7237924b482d4bb04df.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bc1497bd3480ddc5c3c7f8ad65ef3810b588b3f4619bc7237924b482d4bb04df",
      "source_url": "https://www.azleg.gov/ars/29/02405.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.lp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2407(A)",
          "quote": "A. If a statement of conversion is filed with the appropriate filing authority but the conversion is not authorized by the law of the relevant foreign jurisdiction as required by either section 29-2401, subsection A, paragraph 2 or subsection B, the conversion is ineffective. A statement of ineffectiveness of conversion must be signed on behalf of the entity on behalf of which the statement of conversion was signed and must be delivered for filing with the appropriate filing authority to reflect that ineffectiveness in the public record.",
          "role": "ineffectiveness_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/d0476d92c2f52d26d13bf7d21cf19a958d2bb6d8452bb7ca2a3a778dfa90f03b.html",
          "source_sha256": "d0476d92c2f52d26d13bf7d21cf19a958d2bb6d8452bb7ca2a3a778dfa90f03b",
          "source_url": "https://www.azleg.gov/ars/29/02407.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-369(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-370, a domestic limited partnership may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e.html",
          "source_sha256": "f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e",
          "source_url": "https://www.azleg.gov/ars/29/00369.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "For a conversion involving a foreign jurisdiction and an Arizona limited partnership, that jurisdiction's law must authorize the conversion.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2401",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. By complying with this article, a domestic entity may become either of the following: 1. A domestic entity of a different type. 2. A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction. B. A foreign entity may become a domestic entity of a different type under this article if the conversion is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150",
      "source_url": "https://www.azleg.gov/ars/29/02401.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.lp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-2501(A)-(B)",
          "quote": "A. By complying with this article, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction. B. A foreign entity may become a domestic entity of the same type in this state under this article if the domestication is authorized by the law of the foreign entity's jurisdiction of organization.",
          "role": "operative_use",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/fde3a846cab929d00d232c906b81156e528faa897aa71a2e6e3e6862f6ef1c74.html",
          "source_sha256": "fde3a846cab929d00d232c906b81156e528faa897aa71a2e6e3e6862f6ef1c74",
          "source_url": "https://www.azleg.gov/ars/29/02501.htm"
        },
        {
          "pinpoint": "A.R.S. § 29-369(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-370, a domestic limited partnership may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e.html",
          "source_sha256": "f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e",
          "source_url": "https://www.azleg.gov/ars/29/00369.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Arizona uses and defines the term “domestication” for the same-type jurisdictional move of a limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "A.R.S. § 29-2102",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "16. \"Domestication\" means a transaction authorized by article 5 of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/a8579036de1b8b9385dbd0821f4bbfa8af56c9a1b20c3c0d71e967c3c6c9fb1e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a8579036de1b8b9385dbd0821f4bbfa8af56c9a1b20c3c0d71e967c3c6c9fb1e",
      "source_url": "https://www.azleg.gov/ars/29/02102.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#AZ.lp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "A.R.S. § 29-369(A)-(B)",
          "quote": "A. If a plan is approved as provided by section 29-370, a domestic limited partnership may be a party to or otherwise undertake a transaction by adopting a plan and otherwise complying with this article and: 1. Chapter 6, article 2 of this title for a merger. 2. Chapter 6, article 3 of this title for an interest exchange. 3. Chapter 6, article 4 of this title for a conversion. 4. Chapter 6, article 5 of this title for a domestication. 5. Chapter 6, article 6 of this title for a division. B. The effective time and date of the transaction are as provided in chapter 6 of this title. Except as expressly set forth in this article, the procedures regarding the effect of and all other aspects of the transaction are governed by chapter 6 of this title.",
          "role": "entity_act_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e.html",
          "source_sha256": "f18d57ebff32ced3b2270463cd379e146122f09982b8370da802b591a2ab4a9e",
          "source_url": "https://www.azleg.gov/ars/29/00369.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, tax-payment or good-standing condition was located in Arizona's complete conversion and domestication articles for a limited partnership.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/AZ/snapshots/c50/AZ/f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7de7db24c8e7fdfae95cdcd2b3e3123dbc47e81d54923d4123041422280c150",
      "source_url": "https://www.azleg.gov/ars/29/02401.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Board approval and approval by the outstanding shares of each class (close corporations: two-thirds of each class, articles may vary within limits), plus each shareholder who becomes a general partner or manager (§ 1152(b)-(c)).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 1152(b)-(c) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article= (Cal. Corp. Code Div. 1 (General Corporation Law), Ch. 11.5 (Conversions) display page), section 1152",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) The plan of conversion shall be approved by the board of the converting corporation (Section 151), and the principal terms of the plan of the conversion shall be approved by the outstanding shares (Section 152) of each class of the converting corporation. The approval of the outstanding shares may be given before or after approval by the board. Notwithstanding the foregoing, if a converting corporation is a close corporation, the conversion shall be approved by the affirmative vote of at least two-thirds of each class, or a greater vote if required in the articles, of outstanding shares (Section 152) of that converting corporation; provided, however, that the articles may provide for a lesser vote, but not less than a majority of the outstanding shares of each class. (c) If the corporation is converting into a general or limited partnership or a foreign general or limited partnership or into a limited liability company or a foreign limited liability company, then in addition to the approval of the shareholders set forth in subdivision (b), the plan of conversion shall be approved by each shareholder who will become a general partner or manager, as applicable, of the converted entity pursuant to the plan of conversion unless the shareholders have dissenters’ rights pursuant to Section 1159 and Chapter 13 (commencing with Section 1300).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Same entity for all purposes except Rev. & Tax. Code Parts 10, 10.20 and 11; property vests, debts and liens continue, pending actions continue; shareholder-liability and creditor-notice rules apply (§ 1158).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 1158 - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article= (Cal. Corp. Code Div. 1 (General Corporation Law), Ch. 11.5 (Conversions) display page), section 1158",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) An entity that converts into another entity pursuant to this chapter is for all purposes other than for the purposes of Part 10 (commencing with Section 17001) of, Part 10.20 (commencing with Section 18401) of, and Part 11 (commencing with Section 23001) of, Division 2 of the Revenue and Taxation Code, the same entity that existed before the conversion. (b) Upon a conversion taking effect, all of the following apply: (1) All the rights and property, whether real, personal, or mixed, of the converting entity or converting corporation are vested in the converted entity or converted corporation. (2) All debts, liabilities, and obligations of the converting entity or converting corporation continue as debts, liabilities, and obligations of the converted entity or converted corporation. (3) All rights of creditors and liens upon the property of the converting entity or converting corporation shall be preserved unimpaired and remain enforceable against the converted entity or converted corporation to the same extent as against the converting entity or converting corporation as if the conversion had not occurred. (4) Any action or proceeding pending by or against the converting entity or converting corporation may be continued against the converted entity or converted corporation as if the conversion had not occurred. (c) A shareholder of a converting corporation is liable for: (1) All obligations of the converting corporation for which the shareholder was personally liable before the conversion, but only to the extent that the shareholder was personally liable for the obligations of the converting corporation before the conversion. (2) All obligations of the converted entity incurred after the conversion takes effect if (A) the shareholder becomes a general partner of a converted entity that is a general or limited partnership and, as a general partner, has liability under the laws under which the converted entity is organized or under the converted entity’s governing documents or (B) the shareholder becomes a holder of other interests in the converted entity and, as a holder, has liability under the laws under which the converted entity is organized or under the converted entity’s governing documents. (d) A shareholder of a converted corporation remains liable for any and all obligations of the converting entity for which the shareholder was personally liable before the conversion, but only to the extent that the shareholder was personally liable for the obligations of the converting entity prior to the conversion. (e) If a party to a transaction with a converted corporation that converted from a partnership reasonably believes when entering into the transaction that a shareholder of the converted corporation continues to be a general partner of the converting entity after the conversion is effective, and the shareholder was a general partner of the partnership that converted into the converted corporation, the shareholder is liable for an obligation incurred by the converted corporation within 90 days after the conversion takes effect. The shareholder’s liability for all other obligations of the converted corporation incurred after the conversion takes effect is that of a shareholder of a corporation. (f) The converted entity shall cause written notice of the conversion to be given by mail within 90 days after the effective date of the conversion to all known creditors and claimants whose addresses appear on the records of the converting entity. Failure to comply with this subdivision shall not affect the validity of the conversion, extend the 90-day period set forth in subdivision (e), or otherwise affect the rights of a creditor or claimant under this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Conditional: a domestic or foreign other business entity (LLC, partnership, business trust, REIT, association) may convert into a California corporation only if its governing law authorizes the conversion (§ 1157(a)).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 1157(a)-(e) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article= (Cal. Corp. Code Div. 1 (General Corporation Law), Ch. 11.5 (Conversions) display page), section 1157",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic other business entity, foreign other business entity, or foreign corporation may be converted into a corporation pursuant to this chapter only if the converting entity is authorized by the laws under which it is organized to effect the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Conditional: a California corporation may convert into a domestic or foreign other business entity (LLC, partnership, business trust, REIT, association) only if the converted entity's law expressly permits it (§ 1151).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 1151(a)-(b); procedure §§ 1152(a)-(c), 1153(a), 1155(a) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article= (Cal. Corp. Code Div. 1 (General Corporation Law), Ch. 11.5 (Conversions) display page), section 1151 (procedure: sections 1152-1155)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A corporation may be converted into a domestic other business entity, foreign other business entity, or foreign corporation pursuant to this chapter if, pursuant to the proposed conversion, (1) each share of the same class or series of the converting corporation shall, unless all the shareholders of the class or series consent, be treated equally with respect to any cash, rights, securities, or other property to be received by, or any obligations or restrictions to be imposed on, the holder of that share, and (2) nonredeemable common shares of the converting corporation shall be converted only into nonredeemable equity securities of the converted entity unless all of the shareholders of the class consent; provided, however, that clause (1) shall not restrict the ability of the shareholders of a converting corporation to appoint one or more managers, if the converted entity is a limited liability company, or one or more general partners, if the converted entity is a limited partnership, in the plan of conversion or in the converted entity’s governing documents.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Cal. Corp. Code § 201.6(a)(1) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=2.&article= (Cal. Corp. Code Div. 1, Ch. 2 (Organization and Bylaws) display page), section 201.6",
          "quote": "(a) (1) When an insurer has been approved by the Insurance Commissioner pursuant to Section 709.5 of the Insurance Code to redomesticate to this state, the redomesticating insurer shall file with the Secretary of State articles of incorporation that include a provision",
          "role": "insurer-only redomestication into California",
          "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/931275239e213a685cb0a643a13b263df688b5caf91a0de978418b3ef7ba66fb.html",
          "source_sha256": "931275239e213a685cb0a643a13b263df688b5caf91a0de978418b3ef7ba66fb",
          "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=2.&article="
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Conditional: a foreign corporation may become a California corporation by conversion under § 1157 only if its home law authorizes it; a separate insurer-only redomestication route exists (§ 201.6).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 1157(a)-(e) (a foreign corporation converts into a corporation; the GCL calls this a conversion); separate insurer-only route: § 201.6(a) (redomestication approved by the Insurance Commissioner) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article= (Cal. Corp. Code Div. 1 (General Corporation Law), Ch. 11.5 (Conversions) display page), section 1157",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic other business entity, foreign other business entity, or foreign corporation may be converted into a corporation pursuant to this chapter only if the converting entity is authorized by the laws under which it is organized to effect the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Cal. Corp. Code § 201.6(c)(1) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=2.&article= (Cal. Corp. Code Div. 1, Ch. 2 (Organization and Bylaws) display page), section 201.6",
          "quote": "(c) (1) An insurer that has filed articles of incorporation in this state and has been approved by the Insurance Commissioner pursuant to Section 709.5 of the Insurance Code to redomesticate to another jurisdiction, shall file with the Secretary of State a statement of redomestication, on a form prescribed by the Secretary of State,",
          "role": "insurer-only redomestication out of California",
          "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/931275239e213a685cb0a643a13b263df688b5caf91a0de978418b3ef7ba66fb.html",
          "source_sha256": "931275239e213a685cb0a643a13b263df688b5caf91a0de978418b3ef7ba66fb",
          "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=2.&article="
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Conditional: a California corporation may convert into a foreign corporation under § 1151 only if the foreign law expressly permits formation by conversion; a separate insurer-only redomestication route exists (§ 201.6).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 1151(a)-(b); §§ 1152(a)-(c), 1153(a), 1155(a)(4) (a corporation converts into a foreign corporation); separate insurer-only route: § 201.6(c) (statement of redomestication) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article= (Cal. Corp. Code Div. 1 (General Corporation Law), Ch. 11.5 (Conversions) display page), section 1151 (procedure: sections 1152-1155)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A corporation may be converted into a domestic other business entity, foreign other business entity, or foreign corporation pursuant to this chapter if, pursuant to the proposed conversion, (1) each share of the same class or series of the converting corporation shall, unless all the shareholders of the class or series consent, be treated equally with respect to any cash, rights, securities, or other property to be received by, or any obligations or restrictions to be imposed on, the holder of that share, and (2) nonredeemable common shares of the converting corporation shall be converted only into nonredeemable equity securities of the converted entity unless all of the shareholders of the class consent; provided, however, that clause (1) shall not restrict the ability of the shareholders of a converting corporation to appoint one or more managers, if the converted entity is a limited liability company, or one or more general partners, if the converted entity is a limited partnership, in the plan of conversion or in the converted entity’s governing documents.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Cal. Corp. Code §§ 162, 167.7, 171, 171.07, 174.5 - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=1.&article= (Cal. Corp. Code Div. 1 (General Corporation Law), Ch. 1 (General Provisions and Definitions) display page), sections 162, 167.7, 171, 171.07 and 174.5",
          "quote": "“Corporation”, unless otherwise expressly provided, refers only to a corporation organized under this division or a corporation subject to this division under the provisions of subdivision (a) of Section 102. […] “Domestic other business entity” means an other business entity organized under the laws of this state. […] “Foreign corporation” means any corporation other than a domestic corporation and, when used in Section 191, Section 201, Section 2203, Section 2258 and Section 2259 and Chapter 21, includes a foreign association, unless otherwise stated. “Foreign corporation” as used in Chapter 21 does not include a corporation or association chartered under the laws of the United States. […] “Foreign other business entity” means an other business entity organized under the laws of any state, other than this state, or of the District of Columbia or under the laws of a foreign country. […] “Other business entity” means a domestic or foreign limited liability company, limited partnership, general partnership, business trust, real estate investment trust, unincorporated association (other than a nonprofit association), or a domestic reciprocal insurer organized after 1974 to provide medical malpractice insurance as set forth in Article 16 (commencing with Section 1550) of Chapter 3 of Part 2 of Division 1 of the Insurance Code. As used herein, “general partnership” means a “partnership” as defined in Section 16101; “business trust” means a business organization formed as a trust; “real estate investment trust” means a “real estate investment trust” as defined in subsection (a) of Section 856 of the Internal Revenue Code of 1986, as amended; and “unincorporated association” has the meaning set forth in Section 18035.",
          "role": "definitions incorporated by § 1150(e)-(h)",
          "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/339705f8e87e0b9f1702cd85f030714436330d1f3a42292747757667a376cc6b.html",
          "source_sha256": "339705f8e87e0b9f1702cd85f030714436330d1f3a42292747757667a376cc6b",
          "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=1.&article="
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Domestic or foreign LLCs, limited and general partnerships, business trusts, REITs, non-nonprofit unincorporated associations, certain domestic reciprocal insurers, and foreign corporations (§§ 1150, 1157, 174.5).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code §§ 1150(d)-(h), 1157(a) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article= (Cal. Corp. Code Div. 1 (General Corporation Law), Ch. 11.5 (Conversions) display page), sections 1150 and 1157",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(d) “Converting entity” means a domestic other business entity, foreign other business entity, or foreign corporation that converts into a corporation pursuant to Section 1157. […] (a) A domestic other business entity, foreign other business entity, or foreign corporation may be converted into a corporation pursuant to this chapter only if the converting entity is authorized by the laws under which it is organized to effect the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Cal. Corp. Code §§ 162, 167.7, 171, 171.07, 174.5 - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=1.&article= (Cal. Corp. Code Div. 1 (General Corporation Law), Ch. 1 (General Provisions and Definitions) display page), sections 162, 167.7, 171, 171.07 and 174.5",
          "quote": "“Corporation”, unless otherwise expressly provided, refers only to a corporation organized under this division or a corporation subject to this division under the provisions of subdivision (a) of Section 102. […] “Domestic other business entity” means an other business entity organized under the laws of this state. […] “Foreign corporation” means any corporation other than a domestic corporation and, when used in Section 191, Section 201, Section 2203, Section 2258 and Section 2259 and Chapter 21, includes a foreign association, unless otherwise stated. “Foreign corporation” as used in Chapter 21 does not include a corporation or association chartered under the laws of the United States. […] “Foreign other business entity” means an other business entity organized under the laws of any state, other than this state, or of the District of Columbia or under the laws of a foreign country. […] “Other business entity” means a domestic or foreign limited liability company, limited partnership, general partnership, business trust, real estate investment trust, unincorporated association (other than a nonprofit association), or a domestic reciprocal insurer organized after 1974 to provide medical malpractice insurance as set forth in Article 16 (commencing with Section 1550) of Chapter 3 of Part 2 of Division 1 of the Insurance Code. As used herein, “general partnership” means a “partnership” as defined in Section 16101; “business trust” means a business organization formed as a trust; “real estate investment trust” means a “real estate investment trust” as defined in subsection (a) of Section 856 of the Internal Revenue Code of 1986, as amended; and “unincorporated association” has the meaning set forth in Section 18035.",
          "role": "definitions incorporated by § 1150(e)-(h)",
          "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/339705f8e87e0b9f1702cd85f030714436330d1f3a42292747757667a376cc6b.html",
          "source_sha256": "339705f8e87e0b9f1702cd85f030714436330d1f3a42292747757667a376cc6b",
          "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=1.&article="
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "A California corporation may convert into a domestic or foreign other business entity (LLC, limited or general partnership, business trust, REIT, non-nonprofit association, certain insurers) or a foreign corporation (§§ 1150, 1151).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code §§ 1150(b), 1151(a) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article= (Cal. Corp. Code Div. 1 (General Corporation Law), Ch. 11.5 (Conversions) display page), sections 1150 and 1151",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) “Converted entity” means a domestic other business entity, foreign other business entity, or foreign corporation that results from a conversion of a corporation under this chapter. […] (a) A corporation may be converted into a domestic other business entity, foreign other business entity, or foreign corporation pursuant to this chapter if, pursuant to the proposed conversion, (1) each share of the same class or series of the converting corporation shall, unless all the shareholders of the class or series consent, be treated equally with respect to any cash, rights, securities, or other property to be received by, or any obligations or restrictions to be imposed on, the holder of that share, and (2) nonredeemable common shares of the converting corporation shall be converted only into nonredeemable equity securities of the converted entity unless all of the shareholders of the class consent; provided, however, that clause (1) shall not restrict the ability of the shareholders of a converting corporation to appoint one or more managers, if the converted entity is a limited liability company, or one or more general partners, if the converted entity is a limited partnership, in the plan of conversion or in the converted entity’s governing documents.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.corp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "SOS Conversion Information page, 'Forms and Fees' - https://www.sos.ca.gov/business-programs/business-entities/conversion-information (California Secretary of State, Business Entities 'Conversion Information' page), 'Forms and Fees' block (California General Stock Corporation)",
          "quote": "Forms and Fees If the converted entity will be: […] California General Stock Corporation The converting entity must be a California LLC, LP or GP; or a Foreign Corp, LLC, LP, GP or Other Business Entity; File Articles of Incorporation containing a statement of conversion.",
          "role": "agency statement of conversion forms and fees",
          "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/fe058c0434e38f50682e229ef2a709cabc42021eca01cd8807b5d5a81ba6b727.html",
          "source_sha256": "fe058c0434e38f50682e229ef2a709cabc42021eca01cd8807b5d5a81ba6b727",
          "source_url": "https://www.sos.ca.gov/business-programs/business-entities/conversion-information"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "The conversion filing fee is set by Gov. Code § 12184 for any conversion under Corp. Code ch. 11.5; the Secretary of State's Conversion Information page lists the forms and fees.",
      "fetch_event_id": null,
      "pinpoint": "Cal. Gov. Code § 12184(a) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=GOV&division=3.&title=2.&part=2.&chapter=3.&article=3. (Cal. Gov. Code Title 2, Div. 3, Part 2, Ch. 3, Art. 3 (Business Programs) display page), section 12184",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) The Secretary of State shall charge and collect a fee […] from an entity for its conversion made pursuant to Chapter 11.5 (commencing with Section 1150) of Division 1 of Title 1 of the Corporations Code.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/7a6f44e34c604e97eb9b48390ad4720b66c4b0f78db04e4ddb68187d44c461b7.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7a6f44e34c604e97eb9b48390ad4720b66c4b0f78db04e4ddb68187d44c461b7",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=GOV&division=3.&title=2.&part=2.&chapter=3.&article=3.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "A plan of conversion; a statement of conversion on the converted entity's formation filing, or a certificate of conversion (SOS form) for a foreign result; inbound, articles of incorporation containing a statement of conversion.",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code §§ 1152(a), 1155(a), (c), 1157(d) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article= (Cal. Corp. Code Div. 1 (General Corporation Law), Ch. 11.5 (Conversions) display page), sections 1152, 1155 and 1157",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A corporation that desires to convert to a domestic other business entity, foreign other business entity, or foreign corporation shall approve a plan of conversion. […] (a) To convert a corporation: (1) If the corporation is converting into a domestic limited partnership, a statement of conversion shall be completed on the certificate of limited partnership for the converted entity. (2) If the corporation is converting into a domestic partnership, a statement of conversion shall be completed on the statement of partnership authority for the converted entity, or if no statement of partnership authority is filed then a certificate of conversion shall be filed separately. (3) If the corporation is converting into a domestic limited liability company, a statement of conversion shall be completed on the articles of organization for the converted entity. (4) If the corporation is converting into a foreign other business entity or a foreign corporation, a certificate of conversion shall be filed with the Secretary of State. […] (c) For the purposes of this chapter, the certificate of conversion shall be on a form prescribed by the Secretary of State. […] (d) The conversion by a domestic other business entity, foreign other business entity, or foreign corporation shall be effective under this chapter upon the filing with the Secretary of State of the articles of incorporation of the converted corporation, containing a statement of conversion that complies with subdivision (e).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Required: an outbound conversion needs the converted entity's law to expressly permit formation by conversion (§ 1151(b)(1)); an inbound one needs the converting entity's law to authorize it (§ 1157(a)).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code §§ 1151(b)(1), 1157(a) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article= (Cal. Corp. Code Div. 1 (General Corporation Law), Ch. 11.5 (Conversions) display page), sections 1151 and 1157",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Notwithstanding this section, the conversion of a corporation into a domestic other business entity, foreign other business entity, or foreign corporation may be effected only if both of the following conditions are met: (1) The law under which the converted entity will exist expressly permits the formation of that entity pursuant to a conversion. […] (a) A domestic other business entity, foreign other business entity, or foreign corporation may be converted into a corporation pursuant to this chapter only if the converting entity is authorized by the laws under which it is organized to effect the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.corp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "Cal. Corp. Code § 180.5 - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=1.&article= (Cal. Corp. Code Div. 1 (General Corporation Law), Ch. 1 (General Provisions and Definitions) display page), section 180.5",
          "quote": "“Redomestication” means the transfer of an insurer’s place of incorporation from another state to this state or from this state to another state.",
          "role": "insurer-only redomestication term",
          "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/339705f8e87e0b9f1702cd85f030714436330d1f3a42292747757667a376cc6b.html",
          "source_sha256": "339705f8e87e0b9f1702cd85f030714436330d1f3a42292747757667a376cc6b",
          "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=1.&article="
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "The GCL calls a corporation's move into or out of California a 'conversion' (a foreign corporation can be the converting or converted entity, § 1150); 'redomestication' is used only for insurers (§§ 180.5, 201.6).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 1150(a)-(b); ch. 11.5 heading; § 180.5 - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article= (Cal. Corp. Code Div. 1 (General Corporation Law), Ch. 11.5 (Conversions) display page), Chapter 11.5 heading and section 1150",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "CHAPTER 11.5. Conversions […] (a) “Converted corporation” means a corporation that results from a conversion of a domestic other business entity, foreign other business entity, or foreign corporation pursuant to Section 1157. (b) “Converted entity” means a domestic other business entity, foreign other business entity, or foreign corporation that results from a conversion of a corporation under this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "Chapter 11.5 states no tax-clearance or good-standing condition for a conversion; § 1155(e) instead deems the converted entity to assume the converting corporation's tax filing and payment liability.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "253974d6b77d43a6003cddddfc6d3354063268dd8d4c82fc6c34adec31255712",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Cal. Corp. Code § 17704.07(t) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=4. (Cal. Corp. Code Title 2.6, Art. 4 (Relations of Members to Each Other and to the LLC) display page), section 17704.07",
          "quote": "(t) Notwithstanding any provision to the contrary in the articles of organization or operating agreement, members shall have the right to vote on a dissolution of the limited liability company as provided in subdivision (b) of Section 17707.01, on a conversion to another business entity as provided in subdivision (b) of Section 17710.03, and on a merger of the limited liability company as provided in Section 17710.12.",
          "role": "non-waivable member vote on conversion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/1475239f91baed481102831c30659ee3aa720caf8065f85578ad8440597c3914.html",
          "source_sha256": "1475239f91baed481102831c30659ee3aa720caf8065f85578ad8440597c3914",
          "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=4."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "All managers and a majority of members of each class (no managers: a majority of each class) unless the operating agreement requires more; all members if members would become personally liable (§ 17710.03(b)).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 17710.03(b) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10. (Cal. Corp. Code Title 2.6, Art. 10 (Merger and Conversion) display page), section 17710.03",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) (1) The plan of conversion shall be approved by all managers and a majority of the members of each class of membership interest or if there are no managers, a majority of the members of each class of membership of the converting limited liability company, unless a greater approval is required by the operating agreement of the converting limited liability company. (2) However, if the members of the limited liability company would become personally liable for any obligations of the converted entity as a result of the conversion, the plan of conversion shall be approved by all of the members of the converting limited liability company, unless the plan of conversion provides that all members will have dissenters’ rights as provided in Article 11 (commencing with Section 17711.01).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Same entity for all purposes except Rev. & Tax. Code Parts 10, 10.2 and 11; property vests, debts and liens continue, pending actions continue, and member-liability rules apply (§ 17710.09).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 17710.09 - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10. (Cal. Corp. Code Title 2.6, Art. 10 (Merger and Conversion) display page), section 17710.09",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) An entity that converts into another entity pursuant to this article is for all purposes other than for the purposes of Part 10 (commencing with Section 17001), Part 10.2 (commencing with Section 18401), and Part 11 (commencing with Section 23001) of Division 2 of the Revenue and Taxation Code, the same entity that existed before the conversion and the conversion shall not be deemed a transfer of property. (b) Upon a conversion taking effect, all of the following apply: (1) All the rights and property, whether real, personal, or mixed, of the converting entity or converting limited liability company are vested in the converted entity or converted limited liability company. (2) All debts, liabilities, and obligations of the converting entity or converting limited liability company continue as debts, liabilities, and obligations of the converted entity or converted limited liability company. (3) All rights of creditors and liens upon the property of the converting entity or converting limited liability company shall be preserved unimpaired and remain enforceable against the converted entity or converted limited liability company to the same extent as against the converting entity or converting limited liability company as if the conversion had not occurred. (4) Any action or proceeding pending by or against the converting entity or converting limited liability company may be continued against the converted entity or converted limited liability company as if the conversion had not occurred. (c) A member of a converting limited liability company is liable for both of the following: (1) All obligations of the converting limited liability company for which the member was personally liable before the conversion. (2) All obligations of the converted entity incurred after the conversion takes effect, but those obligations may be satisfied only out of property of the entity if that member of a limited liability company, or a shareholder in a corporation, or unless expressly provided otherwise in the articles of organization or other governing documents, a limited partner of a limited partnership, or a holder of equity securities in another converted entity if the holders of equity securities in that entity are not personally liable for the obligations of that entity under the law under which the entity is organized or its governing documents. (d) A member of a converted limited liability company remains liable for any and all obligations of the converting entity for which the member was personally liable before the conversion, but only to the extent that the member was liable for the obligations of the converting entity prior to the conversion. (e) If the other party to a transaction with the limited liability company reasonably believes when entering into the transaction that the limited liability company member is a general partner, the limited liability company member is liable for the obligations incurred by the limited liability company within 90 days after the conversion takes effect. The limited liability company member’s liability for all other obligations of the limited liability company incurred after the conversion takes effect is that of a limited liability company member.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Conditional: a domestic or foreign other business entity (corporation, partnership, business trust, REIT, association) may convert into a California LLC only if its governing law authorizes the conversion (§ 17710.08(a)).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 17710.08(a)-(d) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10. (Cal. Corp. Code Title 2.6, Art. 10 (Merger and Conversion) display page), section 17710.08",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) An other business entity or a foreign other business entity or a foreign limited liability company may be converted to a domestic limited liability company pursuant to this article only if the converting entity is authorized by the laws pursuant to which it is organized to effect the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Conditional: a California LLC may convert into a domestic or foreign other business entity (corporation, partnership, business trust, REIT, association) only if the converted entity's law expressly permits it (§ 17710.02).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 17710.02(a)-(b); procedure §§ 17710.03(a)-(b), 17710.04(a), 17710.05(a), 17710.06(a) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10. (Cal. Corp. Code Title 2.6, Art. 10 (Merger and Conversion) display page), section 17710.02 (procedure: sections 17710.03-17710.06)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A limited liability company may be converted into an other business entity or a foreign other business entity or a foreign limited liability company pursuant to this article if both of the following apply:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Conditional: a foreign LLC may become a California LLC through a conversion under § 17710.08, only if the law under which it is organized authorizes it; the Act does not use the term domestication.",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 17710.08(a)-(d) (a foreign limited liability company converts into a domestic limited liability company; the Act calls this a conversion) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10. (Cal. Corp. Code Title 2.6, Art. 10 (Merger and Conversion) display page), section 17710.08",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) An other business entity or a foreign other business entity or a foreign limited liability company may be converted to a domestic limited liability company pursuant to this article only if the converting entity is authorized by the laws pursuant to which it is organized to effect the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Conditional: a California LLC may convert into a foreign LLC under § 17710.02 only if the foreign law expressly permits formation by conversion; proceedings follow that law and a certificate of conversion is filed.",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 17710.02(a)(1), (b); §§ 17710.03(a)-(b), 17710.04(a), 17710.05(a), 17710.06(a)(4) (a domestic limited liability company converts into a foreign limited liability company) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10. (Cal. Corp. Code Title 2.6, Art. 10 (Merger and Conversion) display page), section 17710.02 (procedure: sections 17710.03-17710.06)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A limited liability company may be converted into an other business entity or a foreign other business entity or a foreign limited liability company pursuant to this article if both of the following apply:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Cal. Corp. Code § 17701.02(j) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=1. (Cal. Corp. Code Title 2.6, Art. 1 (General Provisions) display page), section 17701.02",
          "quote": "(j) “Foreign limited liability company” means an unincorporated entity formed under the law of a jurisdiction other than this state and denominated by that law as a limited liability company.",
          "role": "definition of foreign limited liability company",
          "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/bb8c5c6196ce6b496c31a2dcb70cc1b489f908d4fda9b2aa537c896d9c8fd95c.html",
          "source_sha256": "bb8c5c6196ce6b496c31a2dcb70cc1b489f908d4fda9b2aa537c896d9c8fd95c",
          "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=1."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Corporations, general and limited partnerships, business trusts, REITs and non-nonprofit unincorporated associations (domestic or foreign) and foreign LLCs may convert into a California LLC (§§ 17710.01, 17710.08).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code §§ 17710.01(d), (j), (k), 17710.08(a) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10. (Cal. Corp. Code Title 2.6, Art. 10 (Merger and Conversion) display page), sections 17710.01 and 17710.08",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(d) “Converting entity” means an other business entity or a foreign other business entity or a foreign limited liability company that converts to a domestic limited liability company pursuant to Section 17710.08. […] (j) “Foreign other business entity” means an other business entity formed under the laws of a jurisdiction other than this state. (k) “Other business entity” means a corporation, general partnership, limited partnership, business trust, real estate investment trust, or unincorporated association, other than a nonprofit association, but excludes a limited liability company or a foreign limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Cal. Corp. Code § 17701.02(j) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=1. (Cal. Corp. Code Title 2.6, Art. 1 (General Provisions) display page), section 17701.02",
          "quote": "(j) “Foreign limited liability company” means an unincorporated entity formed under the law of a jurisdiction other than this state and denominated by that law as a limited liability company.",
          "role": "definition of foreign limited liability company",
          "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/bb8c5c6196ce6b496c31a2dcb70cc1b489f908d4fda9b2aa537c896d9c8fd95c.html",
          "source_sha256": "bb8c5c6196ce6b496c31a2dcb70cc1b489f908d4fda9b2aa537c896d9c8fd95c",
          "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=1."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "A California LLC may convert into a corporation, general or limited partnership, business trust, REIT or non-nonprofit unincorporated association (domestic or foreign), or into a foreign LLC (§§ 17710.01, 17710.02).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code §§ 17710.01(a), (j), (k), 17710.02(a) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10. (Cal. Corp. Code Title 2.6, Art. 10 (Merger and Conversion) display page), sections 17710.01 and 17710.02",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) “Converted entity” means the other business entity or foreign other business entity or foreign limited liability company that results from a conversion of a domestic limited liability company under this title. […] (j) “Foreign other business entity” means an other business entity formed under the laws of a jurisdiction other than this state. (k) “Other business entity” means a corporation, general partnership, limited partnership, business trust, real estate investment trust, or unincorporated association, other than a nonprofit association, but excludes a limited liability company or a foreign limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.llc.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "Cal. Gov. Code § 12184(a) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=GOV&division=3.&title=2.&part=2.&chapter=3.&article=3. (Cal. Gov. Code Title 2, Div. 3, Part 2, Ch. 3, Art. 3 (Business Programs) display page), section 12184",
          "quote": "(a) The Secretary of State shall charge and collect a fee […] from an entity for its conversion made pursuant to Chapter 11.5 (commencing with Section 1150) of Division 1 of Title 1 of the Corporations Code.",
          "role": "fee statute for conversions under Corp. Code ch. 11.5",
          "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/7a6f44e34c604e97eb9b48390ad4720b66c4b0f78db04e4ddb68187d44c461b7.html",
          "source_sha256": "7a6f44e34c604e97eb9b48390ad4720b66c4b0f78db04e4ddb68187d44c461b7",
          "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=GOV&division=3.&title=2.&part=2.&chapter=3.&article=3."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary_agency_page",
      "display": "Conversion filing fees are stated on the Secretary of State's Conversion Information page (Forms LLC-1A, CONV-1A); Gov. Code § 12184 sets the fee for conversions under Corp. Code ch. 11.5.",
      "fetch_event_id": null,
      "pinpoint": "SOS Conversion Information page, 'Forms and Fees' - https://www.sos.ca.gov/business-programs/business-entities/conversion-information (California Secretary of State, Business Entities 'Conversion Information' page), 'Forms and Fees' block (California LLC; Foreign Entity)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Forms and Fees If the converted entity will be: […] California LLC The converting entity must be a California Corp, LP or GP; or Foreign Corp, LLC, LP, GP or Other Business Entity; File Articles of Organization – Conversion ( Form LLC-1A (PDF) ) online at bizfileOnline.sos.ca.gov , by mail, or in person. […] Foreign Entity The converting entity must be a California Corp, LLC, LP, or Registered California GP; File a Certificate of Conversion ( Form CONV-1A (PDF) ) online at bizfileOnline.sos.ca.gov , by mail, or in person;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/fe058c0434e38f50682e229ef2a709cabc42021eca01cd8807b5d5a81ba6b727.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fe058c0434e38f50682e229ef2a709cabc42021eca01cd8807b5d5a81ba6b727",
      "source_url": "https://www.sos.ca.gov/business-programs/business-entities/conversion-information",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "A plan of conversion; a statement of conversion on the converted entity's formation filing, or a certificate of conversion (SOS form) for a foreign result; inbound, articles of organization containing a statement of conversion.",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code §§ 17710.03(a), 17710.06(a), (e), 17710.08(d) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10. (Cal. Corp. Code Title 2.6, Art. 10 (Merger and Conversion) display page), sections 17710.03, 17710.06 and 17710.08",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A limited liability company that desires to convert to an other business entity or a foreign other business entity or a foreign limited liability company shall approve a plan of conversion. […] (a) Upon conversion of a limited liability company, one of the following applies: (1) If the limited liability company is converting into a domestic limited partnership, a statement of conversion shall be completed on a certificate of limited partnership for the converted entity and shall be filed with the Secretary of State. (2) If the limited liability company is converting into a domestic partnership, a statement of conversion shall be completed on the statement of partnership authority for the converted entity. If no statement of partnership authority is filed, a certificate of conversion shall be filed separately with the Secretary of State. (3) If the limited liability company is converting into a domestic corporation, a statement of conversion shall be completed on the articles of incorporation for the converted entity and shall be filed with the Secretary of State. (4) If the limited liability company is converting to a foreign limited liability company or foreign other business entity, a certificate of conversion shall be filed with the Secretary of State. […] (e) For the purposes of this title, the certificate of conversion shall be on a form prescribed by the Secretary of State. […] (d) The conversion by an other business entity or a foreign other business entity or a foreign limited liability company into a domestic limited liability company shall be effective under this article at the time the conversion is effective under the laws under which the converting entity is organized, as long as the articles of organization containing a statement of conversion has been filed with the Secretary of State.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Required: an outbound conversion needs the converted entity's law to expressly permit formation by conversion (§ 17710.02(b)(1)); an inbound one needs the converting entity's law to authorize it (§ 17710.08(a)).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code §§ 17710.02(b)(1), 17710.08(a) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10. (Cal. Corp. Code Title 2.6, Art. 10 (Merger and Conversion) display page), sections 17710.02 and 17710.08",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) The conversion of a limited liability company to an other business entity or a foreign other business entity or a foreign limited liability company may be effected only if both of the following conditions are satisfied: (1) The law under which the converted entity will exist expressly permits the formation of that entity pursuant to a conversion. […] (a) An other business entity or a foreign other business entity or a foreign limited liability company may be converted to a domestic limited liability company pursuant to this article only if the converting entity is authorized by the laws pursuant to which it is organized to effect the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "The LLC Act calls a move between California and another jurisdiction a 'conversion' (a foreign LLC can be the converting or converted entity, § 17710.01); it does not use domestication, transfer or continuance.",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 17710.01(a)-(b); Art. 10 heading - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10. (Cal. Corp. Code Title 2.6, Art. 10 (Merger and Conversion) display page), Article 10 heading and section 17710.01",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "ARTICLE 10. Merger and Conversion […] (a) “Converted entity” means the other business entity or foreign other business entity or foreign limited liability company that results from a conversion of a domestic limited liability company under this title. (b) “Converted limited liability company” means a domestic limited liability company that results from a conversion of an other business entity or a foreign other business entity or a foreign limited liability company pursuant to Section 17710.08.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "The LLC Act's conversion sections (§§ 17710.01-17710.09) state no tax-clearance, good-standing or tax-payment condition for a conversion.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8d6beec2d32e6e15c6a287dd333db2159c4758cdc3db87e2a29464987308c4d1",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "All general partners and a majority in interest of each class of limited partners unless the partnership agreement requires more or less; all limited partners if they would become personally liable (§ 15911.03(b)).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 15911.03(b) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article= (Cal. Corp. Code Title 2, Ch. 4.5 (Uniform Limited Partnership Act of 2008) whole-chapter display page), section 15911.03",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) The plan of conversion shall be approved by all general partners of the converting limited partnership and by a majority in interest of each class of limited partners of the converting limited partnership, unless a greater or lesser approval is required by the partnership agreement of the converting limited partnership. However, if the limited partners of the limited partnership would become personally liable for any obligations of the converted entity as a result of the conversion, the plan of conversion shall be approved by all of the limited partners of the converting limited partnership, unless the plan of conversion provides that all limited partners will have dissenters’ rights as provided in Article 11.5 (commencing with Section 15911.20).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/CA/197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Same entity for all purposes except Rev. & Tax. Code Parts 10, 10.20 and 11; property vests, debts and liens continue, pending actions continue, and partner-liability rules apply (§ 15911.09).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 15911.09 - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article= (Cal. Corp. Code Title 2, Ch. 4.5 (Uniform Limited Partnership Act of 2008) whole-chapter display page), section 15911.09",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) An entity that converts into another entity pursuant to this article is, for all purposes, other than for the purposes of Part 10 (commencing with Section 17001) of, Part 10.20 (commencing with Section 18401) of, and Part 11 (commencing with Section 23001) of, Division 2 of the Revenue and Taxation Code, the same entity that existed before the conversion and the conversion shall not be deemed a transfer of property. (b) Upon a conversion taking effect, all of the following apply: (1) All the rights and property, whether real, personal, or mixed, of the converting entity or converting limited partnership are vested in the converted entity or converted limited partnership. (2) All debts, liabilities, and obligations of the converting entity or converting limited partnership continue as debts, liabilities, and obligations of the converted entity or converted limited partnership. (3) All rights of creditors and liens upon the property of the converting entity or converting limited partnership shall be preserved unimpaired and remain enforceable against the converted entity or converted limited partnership to the same extent as against the converting entity or converting limited partnership as if the conversion had not occurred. (4) Any action or proceeding pending by or against the converting entity or converting limited partnership may be continued against the converted entity or converted limited partnership as if the conversion had not occurred. (c) A partner of a converting limited partnership is liable for the following: (1) All obligations of the converting limited partnership for which the partner was personally liable before the conversion. (2) All obligations of the converted entity incurred after the conversion takes effect, but those obligations may be satisfied only out of property of the entity if that partner is a limited partner or a shareholder in a corporation, or unless expressly provided otherwise in the articles of organization or other governing documents, a member of a limited liability company, or a holder of equity securities in another converted entity if the holders of equity securities in that entity are not personally liable for the obligations of that entity under the law under which the entity is organized or its governing documents. (d) A partner of a converted limited partnership remains liable for any and all obligations of the converting entity for which the partner was personally liable before the conversion, but only to the extent that the partner was liable for the obligations of the converting entity prior to the conversion. (e) If the other party to a transaction with the limited partnership reasonably believes when entering the transaction that the limited partner is a general partner, the limited partner is liable for an obligation incurred by the limited partnership within 90 days after the conversion takes effect. The limited partner’s liability for all other obligations of the limited partnership incurred after the conversion takes effect is that of a limited partner.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/CA/197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Conditional: a domestic or foreign other business entity (corporation, general partnership, LLC, business trust, REIT, association) may convert into a California LP only if its governing law authorizes it (§ 15911.08(a)).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 15911.08(a)-(d) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article= (Cal. Corp. Code Title 2, Ch. 4.5 (Uniform Limited Partnership Act of 2008) whole-chapter display page), section 15911.08",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) An other business entity or a foreign other business entity or a foreign limited partnership may be converted to a domestic limited partnership pursuant to this article only if the converting entity is authorized by the laws under which it is organized to effect the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/CA/197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Conditional: a California LP may convert into a domestic or foreign other business entity (corporation, general partnership, LLC, business trust, REIT, association) only if the converted entity's law permits it (§ 15911.02).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 15911.02(a)-(b); procedure §§ 15911.03(a)-(b), 15911.04(a), 15911.05(a)-(b), 15911.06(a) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article= (Cal. Corp. Code Title 2, Ch. 4.5 (Uniform Limited Partnership Act of 2008) whole-chapter display page), section 15911.02 (procedure: sections 15911.03-15911.06)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A limited partnership may be converted into another business entity or a foreign other business entity or a foreign limited partnership pursuant to this article if both of the following apply:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/CA/197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Conditional: a foreign LP may become a California LP through a conversion under § 15911.08, only if the law under which it is organized authorizes it; the Act does not use the term domestication.",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 15911.08(a)-(d) (a foreign limited partnership converts into a domestic limited partnership; the Act calls this a conversion) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article= (Cal. Corp. Code Title 2, Ch. 4.5 (Uniform Limited Partnership Act of 2008) whole-chapter display page), section 15911.08",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) An other business entity or a foreign other business entity or a foreign limited partnership may be converted to a domestic limited partnership pursuant to this article only if the converting entity is authorized by the laws under which it is organized to effect the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/CA/197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Conditional: a California LP may convert into a foreign LP under § 15911.02 only if the foreign law expressly permits formation by conversion; proceedings follow that law and a certificate of conversion is filed.",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 15911.02(a)(1), (b); §§ 15911.03(a)-(b), 15911.04(a), 15911.05(a)-(b), 15911.06(a)(4) (a domestic limited partnership converts into a foreign limited partnership) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article= (Cal. Corp. Code Title 2, Ch. 4.5 (Uniform Limited Partnership Act of 2008) whole-chapter display page), section 15911.02 (procedure: sections 15911.03-15911.06)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A limited partnership may be converted into another business entity or a foreign other business entity or a foreign limited partnership pursuant to this article if both of the following apply:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/CA/197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Corporations, general partnerships, LLCs, business trusts, REITs and non-nonprofit unincorporated associations (domestic or foreign) and foreign LPs may convert into a California LP (§§ 15911.01, 15911.08).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code §§ 15911.01(d), (j), (k), 15911.08(a); § 15901.02(k) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article= (Cal. Corp. Code Title 2, Ch. 4.5 (Uniform Limited Partnership Act of 2008) whole-chapter display page), sections 15901.02, 15911.01 and 15911.08",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(d) “Converting entity” means an other business entity or a foreign other business entity or a foreign limited partnership that converts to a domestic limited partnership pursuant to the terms of Section 15911.08. […] (j) “Foreign other business entity” means an other business entity formed under the laws of any state other than this state or under the laws of a foreign country. (k) “Other business entity” means a corporation, general partnership, limited liability company, business trust, real estate investment trust, or unincorporated association, other than a nonprofit association, but excludes a limited partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/CA/197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "A California LP may convert into a corporation, general partnership, LLC, business trust, REIT or non-nonprofit unincorporated association (domestic or foreign), or into a foreign LP (§§ 15911.01, 15911.02).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code §§ 15911.01(a), (j), (k), 15911.02(a); § 15901.02(k) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article= (Cal. Corp. Code Title 2, Ch. 4.5 (Uniform Limited Partnership Act of 2008) whole-chapter display page), sections 15901.02, 15911.01 and 15911.02",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) “Converted entity” means the other business entity or foreign other business entity or foreign limited partnership that results from a conversion of a domestic limited partnership under this chapter. […] (j) “Foreign other business entity” means an other business entity formed under the laws of any state other than this state or under the laws of a foreign country. (k) “Other business entity” means a corporation, general partnership, limited liability company, business trust, real estate investment trust, or unincorporated association, other than a nonprofit association, but excludes a limited partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/CA/197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.lp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "SOS Conversion Information page, 'Forms and Fees' - https://www.sos.ca.gov/business-programs/business-entities/conversion-information (California Secretary of State, Business Entities 'Conversion Information' page), 'Forms and Fees' block (California LP; Foreign Entity)",
          "quote": "Forms and Fees If the converted entity will be: […] California LP The converting entity must be a California Corp, LLC or GP; or Foreign Corp, LLC, LP, GP or Other Business Entity; File a Certificate of Limited Partnership – Conversion ( Form LP-1A (PDF) ) online at bizfileOnline.sos.ca.gov , by mail, or in person; […] Foreign Entity The converting entity must be a California Corp, LLC, LP, or Registered California GP; File a Certificate of Conversion ( Form CONV-1A (PDF) ) online at bizfileOnline.sos.ca.gov , by mail, or in person;",
          "role": "agency statement of conversion forms and fees",
          "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/fe058c0434e38f50682e229ef2a709cabc42021eca01cd8807b5d5a81ba6b727.html",
          "source_sha256": "fe058c0434e38f50682e229ef2a709cabc42021eca01cd8807b5d5a81ba6b727",
          "source_url": "https://www.sos.ca.gov/business-programs/business-entities/conversion-information"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "LP conversion fees are set by Gov. Code § 12188(k)-(l), and by § 12184 for conversions under Corp. Code ch. 11.5; the Secretary of State's Conversion Information page lists forms LP-1A and CONV-1A.",
      "fetch_event_id": null,
      "pinpoint": "Cal. Gov. Code §§ 12188(k)-(l), 12184(a) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=GOV&division=3.&title=2.&part=2.&chapter=3.&article=3. (Cal. Gov. Code Title 2, Div. 3, Part 2, Ch. 3, Art. 3 (Business Programs) display page), sections 12188 and 12184",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(k) Filing a certificate of conversion of a limited partnership into a foreign other business entity or general partnership […] (l) Filing articles of organization or statement of partnership authority containing a statement of conversion of a limited partnership into a domestic limited liability company or a registered general partnership […] (a) The Secretary of State shall charge and collect a fee […] from an entity for its conversion made pursuant to Chapter 11.5 (commencing with Section 1150) of Division 1 of Title 1 of the Corporations Code.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CA/snapshots/c50/CA/7a6f44e34c604e97eb9b48390ad4720b66c4b0f78db04e4ddb68187d44c461b7.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7a6f44e34c604e97eb9b48390ad4720b66c4b0f78db04e4ddb68187d44c461b7",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=GOV&division=3.&title=2.&part=2.&chapter=3.&article=3.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "A plan of conversion; a statement of conversion on the converted entity's formation filing, or a certificate of conversion for a foreign or partnership result; inbound, a certificate of limited partnership with a statement of conversion.",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code §§ 15911.03(a), 15911.06(a), 15911.08(d) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article= (Cal. Corp. Code Title 2, Ch. 4.5 (Uniform Limited Partnership Act of 2008) whole-chapter display page), sections 15911.03, 15911.06 and 15911.08",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A limited partnership that desires to convert to an other business entity or a foreign other business entity or a foreign limited partnership shall approve a plan of conversion. […] (a) Upon conversion of a limited partnership, one of the following applies: (1) If the limited partnership is converting into a domestic limited liability company, a statement of conversion shall be completed on the articles of organization for the converted entity and shall be filed with the Secretary of State. (2) If the limited partnership is converting into a domestic partnership, a statement of conversion shall be completed on the statement of partnership authority for the converted entity. If no statement of partnership authority is filed, a certificate of conversion shall be filed separately with the Secretary of State. (3) If the limited partnership is converting into a domestic corporation, a statement of conversion shall be completed on the articles of incorporation for the converted entity and shall be filed with the Secretary of State. (4) If the limited partnership is converting to a foreign limited partnership or foreign other business entity, a certificate of conversion shall be filed with the Secretary of State. […] (d) The conversion by an other business entity or a foreign other business entity or a foreign limited partnership into a domestic limited partnership shall be effective under this article at the time the conversion is effective under the laws under which the converting entity is organized, as long as a certificate of limited partnership containing a statement of conversion has been filed with the Secretary of State.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/CA/197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Required: an outbound conversion needs the converted entity's law to expressly permit formation by conversion (§ 15911.02(b)(1)); an inbound one needs the converting entity's law to authorize it (§ 15911.08(a)).",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code §§ 15911.02(b)(1), 15911.08(a) - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article= (Cal. Corp. Code Title 2, Ch. 4.5 (Uniform Limited Partnership Act of 2008) whole-chapter display page), sections 15911.02 and 15911.08",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) The conversion of a limited partnership to an other business entity or a foreign other business entity or a foreign limited partnership may be effected only if both of the following conditions are satisfied: (1) The law under which the converted entity will exist expressly permits the formation of that entity pursuant to a conversion. […] (a) An other business entity or a foreign other business entity or a foreign limited partnership may be converted to a domestic limited partnership pursuant to this article only if the converting entity is authorized by the laws under which it is organized to effect the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/CA/197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "The LP Act calls a move between California and another jurisdiction a 'conversion' (a foreign LP can be the converting or converted entity, § 15911.01); it does not use domestication, transfer or continuance.",
      "fetch_event_id": null,
      "pinpoint": "Cal. Corp. Code § 15911.01(a)-(b); Art. 11 heading - https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article= (Cal. Corp. Code Title 2, Ch. 4.5 (Uniform Limited Partnership Act of 2008) whole-chapter display page), Article 11 heading and section 15911.01",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "ARTICLE 11. Conversion and Merger […] (a) “Converted entity” means the other business entity or foreign other business entity or foreign limited partnership that results from a conversion of a domestic limited partnership under this chapter. (b) “Converted limited partnership” means a domestic limited partnership that results from a conversion of an other business entity or a foreign other business entity or a foreign limited partnership pursuant to Section 15911.08.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/CA/197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CA.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "The LP Act's conversion sections (§§ 15911.01-15911.09) state no tax-clearance, good-standing or tax-payment condition for a conversion.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/CA/197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "197b32ec756c25240db585e08a9a855da78f347b09ba14598e704cfc5de2cbcf",
      "source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The board submits the conversion plan to shareholders, and each separately entitled voting group approves by a majority of all votes entitled to be cast unless a greater vote applies.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. §§ 7-90-201.4(1)(a), 7-111-103(1), (5), Title 7 PDF pp. 841-842",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "After adopting a plan of conversion complying with section 7-90-201.3, a plan of merger complying with section 7-90-203.3, or a plan of exchange complying with section 7-90-203.3, the board of directors of the converting corporation, the board of directors of each corporation party to the merger, or the board of directors of each corporation party to the exchange shall submit the plan of conversion, plan of merger, or plan of exchange to its shareholders for approval, except as provided in subsection (7) of this section or in section 7-111-104. […] Unless articles 101 to 117 of this title 7, including the provisions of section 7-117-101 (8), the articles of incorporation, bylaws adopted by the shareholders, or the board of directors acting pursuant to subsection (3) of this section require a greater vote, the plan of conversion, plan of merger, or plan of exchange must be approved by each voting group entitled to vote separately on the plan by a majority of all the votes entitled to be cast on the plan by that voting group.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The resulting entity is the same continuing entity; pre-conversion obligations and personal liabilities are unaffected, and no winding up or dissolution is required by the conversion.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-202(1)-(4), Title 7 PDF p. 608",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "When a conversion takes effect, the converting entity is converted into the resulting entity, and the resulting entity is thereafter subject to all of the provisions of the organic statutes. (2) Unless otherwise agreed, the conversion of any converting entity into a resulting entity shall not be deemed to affect any obligations of the converting entity incurred prior to the conversion to the resulting entity or the personal liability of any person incurred prior to such conversion. (3) Unless otherwise agreed or otherwise provided by the organic statutes, other than this article, the converting entity shall not be required to wind up the entity's affairs or pay obligations and distribute the entity's assets, and the conversion shall not be deemed to constitute a dissolution of the converting entity and shall constitute a continuation of the existence of the converting entity in the form of the resulting entity. (4) The resulting entity is the same entity as the converting entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign entity may convert into a Colorado business corporation if its governing documents and organic statutes do not prohibit the conversion and their requirements are met.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201(2), Title 7 PDF p. 605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A foreign entity may convert into a domestic entity if the conversion is not prohibited by the constituent documents or organic statutes of the foreign entity and if the foreign entity complies with all of the requirements, if any, of its constituent documents and organic statutes in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Colorado business corporation may convert to another domestic entity form or a recognized foreign entity form under a statutory plan and approval process.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201(1), Title 7 PDF pp. 604-605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Pursuant to a plan of conversion that complies with section 7-90-201.3 and is approved in accordance with section 7-90-201.4: (a) A domestic entity of one form may convert into any other form of domestic entity. (b) A domestic entity may convert into any form of foreign entity recognized in the jurisdiction under the law of which the entity will be considered to have been formed after the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Colorado treats a foreign business corporation becoming domestic as a conversion, subject to the foreign entity's governing law and documents.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201(2), Title 7 PDF p. 605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A foreign entity may convert into a domestic entity if the conversion is not prohibited by the constituent documents or organic statutes of the foreign entity and if the foreign entity complies with all of the requirements, if any, of its constituent documents and organic statutes in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Colorado treats a Colorado business corporation becoming a foreign entity of the same type as a conversion; the foreign form must be recognized in the destination jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201(1)(b), Title 7 PDF pp. 604-605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Pursuant to a plan of conversion that complies with section 7-90-201.3 and is approved in accordance with section 7-90-201.4: (a) A domestic entity of one form may convert into any other form of domestic entity. (b) A domestic entity may convert into any form of foreign entity recognized in the jurisdiction under the law of which the entity will be considered to have been formed after the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A domestic entity of another form or a foreign entity may be the source entity in a conversion resulting in a Colorado business corporation.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. §§ 7-90-102(20), 7-90-201(1)(a), (2), Title 7 PDF pp. 586, 604-605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic entity of one form may convert into any other form of domestic entity. […] A foreign entity may convert into a domestic entity if the conversion is not prohibited by the constituent documents or organic statutes of the foreign entity and if the foreign entity complies with all of the requirements, if any, of its constituent documents and organic statutes in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Colorado business corporation may convert into any other domestic entity form or any foreign entity form recognized in its jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201(1), Title 7 PDF pp. 604-605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Pursuant to a plan of conversion that complies with section 7-90-201.3 and is approved in accordance with section 7-90-201.4: (a) A domestic entity of one form may convert into any other form of domestic entity. (b) A domestic entity may convert into any form of foreign entity recognized in the jurisdiction under the law of which the entity will be considered to have been formed after the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Colorado locates Secretary of State filing fees in C.R.S. § 24-21-104 through the Title 7 definition of “fee”; no amount is stated in this row.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-102(20.6), Title 7 PDF p. 586",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Fee\" means a fee determined and collected by the secretary of state as provided in section 24-21-104, C.R.S., and includes a fee imposed as a penalty for a late filing or otherwise.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Depending on whether the resulting entity has a Colorado constituent filing, the instrument is a statement of conversion or a combined statement and constituent document.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201.7(1), (3)(a), Title 7 PDF pp. 606-608",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "After the conversion of an entity is approved in accordance with section 7-90-201.4, the converting entity shall cause a statement of conversion to be delivered to the secretary of state, for filing pursuant to part 3 of this article, if the converting entity has a constituent filed document or a statement of foreign entity authority filed in the records of the secretary of state and the resulting entity will not be an entity for which a constituent filed document will be filed in the records of the secretary of state. […] After the conversion of an entity is approved in accordance with section 7-90-201.4, if the resulting entity will be an entity for which a constituent filed document is to be filed in the records of the secretary of state, the converting entity shall deliver to the secretary of state, for filing pursuant to part 3 of this article 90, a combined statement of conversion and the constituent filed document that complies with the requirements of the organic statutes.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "For an inbound foreign conversion, the foreign entity's governing documents and organic statutes must not prohibit it and all of their requirements must be met.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201(2), Title 7 PDF p. 605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A foreign entity may convert into a domestic entity if the conversion is not prohibited by the constituent documents or organic statutes of the foreign entity and if the foreign entity complies with all of the requirements, if any, of its constituent documents and organic statutes in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "For a general Colorado business corporation transaction, Colorado's statute uses the term “conversion.”",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201, Title 7 PDF pp. 604-605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Pursuant to a plan of conversion that complies with section 7-90-201.3 and is approved in accordance with section 7-90-201.4: (a) A domestic entity of one form may convert into any other form of domestic entity. (b) A domestic entity may convert into any form of foreign entity recognized in the jurisdiction under the law of which the entity will be considered to have been formed after the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, tax-payment, good-standing, or delinquency condition is stated in Colorado's complete entity-conversion provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Approval follows the constituent documents; absent a specified rule, the statute escalates through merger and amendment standards to approval by all owners.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201.4(2), Title 7 PDF pp. 605-606",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "In the case of a domestic entity other than an entity described in subsection (1) of this section, the plan of conversion must be approved as follows: (a) If the primary constituent documents expressly provide for the approval of the plan of conversion, it must be approved in accordance with those provisions. (b) If subsection (2)(a) of this section does not apply, the plan of conversion must be approved in accordance with the provisions of the primary constituent documents that contain the most stringent terms for the approval of a plan of merger. (c) If subsections (2)(a) and (2)(b) of this section do not apply, the plan of conversion must be approved in accordance with the provisions of the primary constituent documents that contain the most stringent terms for the approval of an amendment to the primary constituent documents or, if no such provisions exist, the provisions of the organic statutes that contain the most stringent terms for the approval of an amendment to the primary constituent documents. (d) If subsections (2)(a), (2)(b), and (2)(c) of this section do not apply, the plan of conversion must be approved by all of the owners of the converting entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The resulting entity is the same continuing entity; pre-conversion obligations and personal liabilities are unaffected, and no winding up or dissolution is required by the conversion.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-202(1)-(4), Title 7 PDF p. 608",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "When a conversion takes effect, the converting entity is converted into the resulting entity, and the resulting entity is thereafter subject to all of the provisions of the organic statutes. (2) Unless otherwise agreed, the conversion of any converting entity into a resulting entity shall not be deemed to affect any obligations of the converting entity incurred prior to the conversion to the resulting entity or the personal liability of any person incurred prior to such conversion. (3) Unless otherwise agreed or otherwise provided by the organic statutes, other than this article, the converting entity shall not be required to wind up the entity's affairs or pay obligations and distribute the entity's assets, and the conversion shall not be deemed to constitute a dissolution of the converting entity and shall constitute a continuation of the existence of the converting entity in the form of the resulting entity. (4) The resulting entity is the same entity as the converting entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign entity may convert into a Colorado LLC if its governing documents and organic statutes do not prohibit the conversion and their requirements are met.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201(2), Title 7 PDF p. 605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A foreign entity may convert into a domestic entity if the conversion is not prohibited by the constituent documents or organic statutes of the foreign entity and if the foreign entity complies with all of the requirements, if any, of its constituent documents and organic statutes in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Colorado LLC may convert to another domestic entity form or a recognized foreign entity form under a statutory plan and approval process.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201(1), Title 7 PDF pp. 604-605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Pursuant to a plan of conversion that complies with section 7-90-201.3 and is approved in accordance with section 7-90-201.4: (a) A domestic entity of one form may convert into any other form of domestic entity. (b) A domestic entity may convert into any form of foreign entity recognized in the jurisdiction under the law of which the entity will be considered to have been formed after the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Colorado treats a foreign LLC becoming domestic as a conversion, subject to the foreign entity's governing law and documents.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201(2), Title 7 PDF p. 605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A foreign entity may convert into a domestic entity if the conversion is not prohibited by the constituent documents or organic statutes of the foreign entity and if the foreign entity complies with all of the requirements, if any, of its constituent documents and organic statutes in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Colorado treats a Colorado LLC becoming a foreign entity of the same type as a conversion; the foreign form must be recognized in the destination jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201(1)(b), Title 7 PDF pp. 604-605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Pursuant to a plan of conversion that complies with section 7-90-201.3 and is approved in accordance with section 7-90-201.4: (a) A domestic entity of one form may convert into any other form of domestic entity. (b) A domestic entity may convert into any form of foreign entity recognized in the jurisdiction under the law of which the entity will be considered to have been formed after the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A domestic entity of another form or a foreign entity may be the source entity in a conversion resulting in a Colorado LLC.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. §§ 7-90-102(20), 7-90-201(1)(a), (2), Title 7 PDF pp. 586, 604-605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic entity of one form may convert into any other form of domestic entity. […] A foreign entity may convert into a domestic entity if the conversion is not prohibited by the constituent documents or organic statutes of the foreign entity and if the foreign entity complies with all of the requirements, if any, of its constituent documents and organic statutes in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Colorado LLC may convert into any other domestic entity form or any foreign entity form recognized in its jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201(1), Title 7 PDF pp. 604-605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Pursuant to a plan of conversion that complies with section 7-90-201.3 and is approved in accordance with section 7-90-201.4: (a) A domestic entity of one form may convert into any other form of domestic entity. (b) A domestic entity may convert into any form of foreign entity recognized in the jurisdiction under the law of which the entity will be considered to have been formed after the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Colorado locates Secretary of State filing fees in C.R.S. § 24-21-104 through the Title 7 definition of “fee”; no amount is stated in this row.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-102(20.6), Title 7 PDF p. 586",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Fee\" means a fee determined and collected by the secretary of state as provided in section 24-21-104, C.R.S., and includes a fee imposed as a penalty for a late filing or otherwise.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Depending on whether the resulting entity has a Colorado constituent filing, the instrument is a statement of conversion or a combined statement and constituent document.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201.7(1), (3)(a), Title 7 PDF pp. 606-608",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "After the conversion of an entity is approved in accordance with section 7-90-201.4, the converting entity shall cause a statement of conversion to be delivered to the secretary of state, for filing pursuant to part 3 of this article, if the converting entity has a constituent filed document or a statement of foreign entity authority filed in the records of the secretary of state and the resulting entity will not be an entity for which a constituent filed document will be filed in the records of the secretary of state. […] After the conversion of an entity is approved in accordance with section 7-90-201.4, if the resulting entity will be an entity for which a constituent filed document is to be filed in the records of the secretary of state, the converting entity shall deliver to the secretary of state, for filing pursuant to part 3 of this article 90, a combined statement of conversion and the constituent filed document that complies with the requirements of the organic statutes.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "For an inbound foreign conversion, the foreign entity's governing documents and organic statutes must not prohibit it and all of their requirements must be met.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201(2), Title 7 PDF p. 605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A foreign entity may convert into a domestic entity if the conversion is not prohibited by the constituent documents or organic statutes of the foreign entity and if the foreign entity complies with all of the requirements, if any, of its constituent documents and organic statutes in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "For a general Colorado LLC transaction, Colorado's statute uses the term “conversion.”",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201, Title 7 PDF pp. 604-605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Pursuant to a plan of conversion that complies with section 7-90-201.3 and is approved in accordance with section 7-90-201.4: (a) A domestic entity of one form may convert into any other form of domestic entity. (b) A domestic entity may convert into any form of foreign entity recognized in the jurisdiction under the law of which the entity will be considered to have been formed after the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, tax-payment, good-standing, or delinquency condition is stated in Colorado's complete entity-conversion provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Approval follows the constituent documents; absent a specified rule, the statute escalates through merger and amendment standards to approval by all owners.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201.4(2), Title 7 PDF pp. 605-606",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "In the case of a domestic entity other than an entity described in subsection (1) of this section, the plan of conversion must be approved as follows: (a) If the primary constituent documents expressly provide for the approval of the plan of conversion, it must be approved in accordance with those provisions. (b) If subsection (2)(a) of this section does not apply, the plan of conversion must be approved in accordance with the provisions of the primary constituent documents that contain the most stringent terms for the approval of a plan of merger. (c) If subsections (2)(a) and (2)(b) of this section do not apply, the plan of conversion must be approved in accordance with the provisions of the primary constituent documents that contain the most stringent terms for the approval of an amendment to the primary constituent documents or, if no such provisions exist, the provisions of the organic statutes that contain the most stringent terms for the approval of an amendment to the primary constituent documents. (d) If subsections (2)(a), (2)(b), and (2)(c) of this section do not apply, the plan of conversion must be approved by all of the owners of the converting entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The resulting entity is the same continuing entity; pre-conversion obligations and personal liabilities are unaffected, and no winding up or dissolution is required by the conversion.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-202(1)-(4), Title 7 PDF p. 608",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "When a conversion takes effect, the converting entity is converted into the resulting entity, and the resulting entity is thereafter subject to all of the provisions of the organic statutes. (2) Unless otherwise agreed, the conversion of any converting entity into a resulting entity shall not be deemed to affect any obligations of the converting entity incurred prior to the conversion to the resulting entity or the personal liability of any person incurred prior to such conversion. (3) Unless otherwise agreed or otherwise provided by the organic statutes, other than this article, the converting entity shall not be required to wind up the entity's affairs or pay obligations and distribute the entity's assets, and the conversion shall not be deemed to constitute a dissolution of the converting entity and shall constitute a continuation of the existence of the converting entity in the form of the resulting entity. (4) The resulting entity is the same entity as the converting entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign entity may convert into a Colorado limited partnership if its governing documents and organic statutes do not prohibit the conversion and their requirements are met.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201(2), Title 7 PDF p. 605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A foreign entity may convert into a domestic entity if the conversion is not prohibited by the constituent documents or organic statutes of the foreign entity and if the foreign entity complies with all of the requirements, if any, of its constituent documents and organic statutes in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Colorado limited partnership may convert to another domestic entity form or a recognized foreign entity form under a statutory plan and approval process.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201(1), Title 7 PDF pp. 604-605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Pursuant to a plan of conversion that complies with section 7-90-201.3 and is approved in accordance with section 7-90-201.4: (a) A domestic entity of one form may convert into any other form of domestic entity. (b) A domestic entity may convert into any form of foreign entity recognized in the jurisdiction under the law of which the entity will be considered to have been formed after the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Colorado treats a foreign limited partnership becoming domestic as a conversion, subject to the foreign entity's governing law and documents.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201(2), Title 7 PDF p. 605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A foreign entity may convert into a domestic entity if the conversion is not prohibited by the constituent documents or organic statutes of the foreign entity and if the foreign entity complies with all of the requirements, if any, of its constituent documents and organic statutes in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Colorado treats a Colorado limited partnership becoming a foreign entity of the same type as a conversion; the foreign form must be recognized in the destination jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201(1)(b), Title 7 PDF pp. 604-605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Pursuant to a plan of conversion that complies with section 7-90-201.3 and is approved in accordance with section 7-90-201.4: (a) A domestic entity of one form may convert into any other form of domestic entity. (b) A domestic entity may convert into any form of foreign entity recognized in the jurisdiction under the law of which the entity will be considered to have been formed after the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A domestic entity of another form or a foreign entity may be the source entity in a conversion resulting in a Colorado limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. §§ 7-90-102(20), 7-90-201(1)(a), (2), Title 7 PDF pp. 586, 604-605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic entity of one form may convert into any other form of domestic entity. […] A foreign entity may convert into a domestic entity if the conversion is not prohibited by the constituent documents or organic statutes of the foreign entity and if the foreign entity complies with all of the requirements, if any, of its constituent documents and organic statutes in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Colorado limited partnership may convert into any other domestic entity form or any foreign entity form recognized in its jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201(1), Title 7 PDF pp. 604-605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Pursuant to a plan of conversion that complies with section 7-90-201.3 and is approved in accordance with section 7-90-201.4: (a) A domestic entity of one form may convert into any other form of domestic entity. (b) A domestic entity may convert into any form of foreign entity recognized in the jurisdiction under the law of which the entity will be considered to have been formed after the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Colorado locates Secretary of State filing fees in C.R.S. § 24-21-104 through the Title 7 definition of “fee”; no amount is stated in this row.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-102(20.6), Title 7 PDF p. 586",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Fee\" means a fee determined and collected by the secretary of state as provided in section 24-21-104, C.R.S., and includes a fee imposed as a penalty for a late filing or otherwise.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Depending on whether the resulting entity has a Colorado constituent filing, the instrument is a statement of conversion or a combined statement and constituent document.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201.7(1), (3)(a), Title 7 PDF pp. 606-608",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "After the conversion of an entity is approved in accordance with section 7-90-201.4, the converting entity shall cause a statement of conversion to be delivered to the secretary of state, for filing pursuant to part 3 of this article, if the converting entity has a constituent filed document or a statement of foreign entity authority filed in the records of the secretary of state and the resulting entity will not be an entity for which a constituent filed document will be filed in the records of the secretary of state. […] After the conversion of an entity is approved in accordance with section 7-90-201.4, if the resulting entity will be an entity for which a constituent filed document is to be filed in the records of the secretary of state, the converting entity shall deliver to the secretary of state, for filing pursuant to part 3 of this article 90, a combined statement of conversion and the constituent filed document that complies with the requirements of the organic statutes.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "For an inbound foreign conversion, the foreign entity's governing documents and organic statutes must not prohibit it and all of their requirements must be met.",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201(2), Title 7 PDF p. 605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A foreign entity may convert into a domestic entity if the conversion is not prohibited by the constituent documents or organic statutes of the foreign entity and if the foreign entity complies with all of the requirements, if any, of its constituent documents and organic statutes in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "For a general Colorado limited partnership transaction, Colorado's statute uses the term “conversion.”",
      "fetch_event_id": null,
      "pinpoint": "C.R.S. § 7-90-201, Title 7 PDF pp. 604-605",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Pursuant to a plan of conversion that complies with section 7-90-201.3 and is approved in accordance with section 7-90-201.4: (a) A domestic entity of one form may convert into any other form of domestic entity. (b) A domestic entity may convert into any form of foreign entity recognized in the jurisdiction under the law of which the entity will be considered to have been formed after the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CO.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, tax-payment, good-standing, or delinquency condition is stated in Colorado's complete entity-conversion provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CO/snapshots/co-crs2026-title-07.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ec101de0db4b3548f1793bf729bbab22dffb3c8bbc0b30bb9c11f7898c7025b6",
      "source_url": "https://olls.info/crs/crs2026-title-07.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "The entity's organic rules govern approval; merger rules or unanimous interest-holder approval apply as statutory fallbacks, with added consent for new interest-holder liability.",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-633(a)-(b), 34-643(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (a) A plan of conversion shall not be effective unless it has been approved: (1) By a domestic converting entity (A) in accordance with the requirements, if any, in its organic rules for approval of a conversion; (B) if its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of (i) in the case of an entity that is not a business corporation, a merger, as if the conversion were a merger; or (ii) in the case of a corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; or (C) if neither its organic law nor organic rules provide for approval of a conversion or a merger described in subparagraph (A) or (B) of this subdivision, by all of the interest holders of the entity entitled to vote on or consent to any matter; and (2) In a record, by each interest holder of a domestic converting entity that shall have interest holder liability for liabilities that arise after the conversion becomes effective, unless, in the case of an entity that is not a business or nonprofit corporation, (A) the organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders; and (B) the interest holder voted for or consented in a record to such provision of the organic rules or became an interest holder after the adoption of such provision. (b) A conversion of a foreign converting entity shall not be effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization or the foreign entity's organic rules.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "On conversion or domestication, the same entity continues without interruption; property stays vested, liabilities continue, and pending proceedings continue under the new name.",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-636(a)(1)-(9), 34-646(a)(1)-(9)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (a) When a conversion becomes effective: (1) The converted entity shall be (A) organized under and subject to the organic law of the converted entity; and (B) the same entity without interruption as the converting entity; (2) All property of the converting entity shall continue to be vested in the converted entity without assignment, reversion or impairment; (3) All liabilities of the converting entity shall continue as liabilities of the converted entity; (4) Except as provided by law, other than this chapter or the plan of conversion, all of the rights, privileges, immunities, powers and purposes of the converting entity shall remain in the converted entity; (5) The name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) If a converted entity is a filing entity, its public organic document shall be effective and binding on its interest holders; (7) If the converted entity is a limited liability partnership, its certificate of limited liability partnership shall be effective simultaneously; (8) The private organic rules of the converted entity that are to be in a record, if any, approved as part of the plan of conversion shall be effective and binding on and enforceable by (A) its interest holders; and (B) in the case of a converted entity that is not a business corporation or nonprofit corporation, any other person that is a party to an agreement that is part of the entity's private organic rules; and (9) The interests in the converting entity shall be converted, and the interest holders of the converting entity shall be entitled only to the rights provided to them under the plan of conversion and to any appraisal rights they have under section 34-607 and the converting entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "An entity of a different type may convert into a Connecticut business corporation; a foreign source's law or organic rules must authorize the conversion (§34-631).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-600(12), 34-631(a)-(b), chapter 616, Part IV (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (a) Except as otherwise provided in this section, by complying with this chapter, a domestic entity may become (1) a domestic entity of a different type; or (2) a foreign entity of a different type, provided the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity of a different type, provided the conversion is authorized by the law of the foreign entity's jurisdiction of organization or the foreign entity's organic rules.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "A Connecticut business corporation may convert to a different entity type; a foreign target requires authorization under that jurisdiction's law (§34-631(a)).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-600(12), 34-631(a)-(b), chapter 616, Part IV (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (a) Except as otherwise provided in this section, by complying with this chapter, a domestic entity may become (1) a domestic entity of a different type; or (2) a foreign entity of a different type, provided the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity of a different type, provided the conversion is authorized by the law of the foreign entity's jurisdiction of organization or the foreign entity's organic rules.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "A foreign business corporation may domesticate into Connecticut as the same type if its jurisdiction of organization authorizes it (§34-641(c)).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-600(12), 34-641(b)-(c), chapter 616, Part V (Domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (b) Except as otherwise provided in this section, by complying with this part, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction, provided the domestication is authorized by the law of the foreign jurisdiction. (c) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity of the same type in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "A Connecticut business corporation may domesticate to a foreign jurisdiction as the same type if that jurisdiction authorizes it (§34-641(b)).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-600(12), 34-641(b)-(c), chapter 616, Part V (Domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (b) Except as otherwise provided in this section, by complying with this part, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction, provided the domestication is authorized by the law of the foreign jurisdiction. (c) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity of the same type in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "Any different entity type within §34-600(12)'s defined categories may convert into a Connecticut business corporation; foreign sources remain subject to §34-631(b).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. § 34-600(12) (Entity definition) and § 34-631(a)(1), (b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "A Connecticut business corporation may convert to a different type within §34-600(12)'s defined categories, domestically or in an authorizing foreign jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. § 34-600(12) (Entity definition) and § 34-631(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary agency fee locator",
      "display": "The filing-fee source is the Connecticut Secretary of the State's Entity Transactions XXI table. No fee amount is stated here.",
      "fetch_event_id": null,
      "pinpoint": "Entity Transactions XXI table, Conversions and Domestications rows",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "If entity if converting into CT entity, add the formation document fee as follow: […] If entity is domesticating into CT, add the formation document fee as follows:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/63113b312aa815bc412093aa5069ec1f956d75d99e56359ac789557fd3217c69.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "63113b312aa815bc412093aa5069ec1f956d75d99e56359ac789557fd3217c69",
      "source_url": "https://business.ct.gov/knowledge-base/articles/entity-transactions-forms-and-fees",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "The filing instruments are a certificate of conversion and a certificate of domestication, each filed with the Secretary of the State (§§34-635(a), 34-645(a)).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-635(a), 34-645(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (a) A certificate of conversion shall be signed on behalf of the converting entity and filed with the Secretary of the State.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "Cross-border conversion or domestication requires authorization under the paired foreign jurisdiction's law; inbound conversion may also rely on the foreign entity's organic rules.",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-631(a)-(b), 34-641(b)-(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (a) Except as otherwise provided in this section, by complying with this chapter, a domestic entity may become (1) a domestic entity of a different type; or (2) a foreign entity of a different type, provided the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity of a different type, provided the conversion is authorized by the law of the foreign entity's jurisdiction of organization or the foreign entity's organic rules.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "Connecticut uses “domestication” for a same-type move between Connecticut and another jurisdiction (§34-600(11)).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. § 34-600(11), definition of Domestication",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] “Domestication” means a transaction authorized by part V of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute searched in full",
      "display": "No tax-clearance, good-standing, or tax-payment condition is stated in Connecticut chapter 616 after a complete full-text search.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "The entity's organic rules govern approval; merger rules or unanimous interest-holder approval apply as statutory fallbacks, with added consent for new interest-holder liability.",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-633(a)-(b), 34-643(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (a) A plan of conversion shall not be effective unless it has been approved: (1) By a domestic converting entity (A) in accordance with the requirements, if any, in its organic rules for approval of a conversion; (B) if its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of (i) in the case of an entity that is not a business corporation, a merger, as if the conversion were a merger; or (ii) in the case of a corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; or (C) if neither its organic law nor organic rules provide for approval of a conversion or a merger described in subparagraph (A) or (B) of this subdivision, by all of the interest holders of the entity entitled to vote on or consent to any matter; and (2) In a record, by each interest holder of a domestic converting entity that shall have interest holder liability for liabilities that arise after the conversion becomes effective, unless, in the case of an entity that is not a business or nonprofit corporation, (A) the organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders; and (B) the interest holder voted for or consented in a record to such provision of the organic rules or became an interest holder after the adoption of such provision. (b) A conversion of a foreign converting entity shall not be effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization or the foreign entity's organic rules.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "On conversion or domestication, the same entity continues without interruption; property stays vested, liabilities continue, and pending proceedings continue under the new name.",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-636(a)(1)-(9), 34-646(a)(1)-(9)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (a) When a conversion becomes effective: (1) The converted entity shall be (A) organized under and subject to the organic law of the converted entity; and (B) the same entity without interruption as the converting entity; (2) All property of the converting entity shall continue to be vested in the converted entity without assignment, reversion or impairment; (3) All liabilities of the converting entity shall continue as liabilities of the converted entity; (4) Except as provided by law, other than this chapter or the plan of conversion, all of the rights, privileges, immunities, powers and purposes of the converting entity shall remain in the converted entity; (5) The name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) If a converted entity is a filing entity, its public organic document shall be effective and binding on its interest holders; (7) If the converted entity is a limited liability partnership, its certificate of limited liability partnership shall be effective simultaneously; (8) The private organic rules of the converted entity that are to be in a record, if any, approved as part of the plan of conversion shall be effective and binding on and enforceable by (A) its interest holders; and (B) in the case of a converted entity that is not a business corporation or nonprofit corporation, any other person that is a party to an agreement that is part of the entity's private organic rules; and (9) The interests in the converting entity shall be converted, and the interest holders of the converting entity shall be entitled only to the rights provided to them under the plan of conversion and to any appraisal rights they have under section 34-607 and the converting entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "An entity of a different type may convert into a Connecticut LLC; a foreign source's law or organic rules must authorize the conversion (§34-631).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-600(12), 34-631(a)-(b), chapter 616, Part IV (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (a) Except as otherwise provided in this section, by complying with this chapter, a domestic entity may become (1) a domestic entity of a different type; or (2) a foreign entity of a different type, provided the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity of a different type, provided the conversion is authorized by the law of the foreign entity's jurisdiction of organization or the foreign entity's organic rules.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "A Connecticut LLC may convert to a different entity type; a foreign target requires authorization under that jurisdiction's law (§34-631(a)).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-600(12), 34-631(a)-(b), chapter 616, Part IV (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (a) Except as otherwise provided in this section, by complying with this chapter, a domestic entity may become (1) a domestic entity of a different type; or (2) a foreign entity of a different type, provided the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity of a different type, provided the conversion is authorized by the law of the foreign entity's jurisdiction of organization or the foreign entity's organic rules.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "A foreign LLC may domesticate into Connecticut as the same type if its jurisdiction of organization authorizes it (§34-641(c)).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-600(12), 34-641(b)-(c), chapter 616, Part V (Domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (b) Except as otherwise provided in this section, by complying with this part, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction, provided the domestication is authorized by the law of the foreign jurisdiction. (c) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity of the same type in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "A Connecticut LLC may domesticate to a foreign jurisdiction as the same type if that jurisdiction authorizes it (§34-641(b)).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-600(12), 34-641(b)-(c), chapter 616, Part V (Domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (b) Except as otherwise provided in this section, by complying with this part, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction, provided the domestication is authorized by the law of the foreign jurisdiction. (c) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity of the same type in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "Any different entity type within §34-600(12)'s defined categories may convert into a Connecticut LLC; foreign sources remain subject to §34-631(b).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. § 34-600(12) (Entity definition) and § 34-631(a)(1), (b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "A Connecticut LLC may convert to a different type within §34-600(12)'s defined categories, domestically or in an authorizing foreign jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. § 34-600(12) (Entity definition) and § 34-631(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary agency fee locator",
      "display": "The filing-fee source is the Connecticut Secretary of the State's Entity Transactions XXI table. No fee amount is stated here.",
      "fetch_event_id": null,
      "pinpoint": "Entity Transactions XXI table, Conversions and Domestications rows",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "If entity if converting into CT entity, add the formation document fee as follow: […] If entity is domesticating into CT, add the formation document fee as follows:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/63113b312aa815bc412093aa5069ec1f956d75d99e56359ac789557fd3217c69.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "63113b312aa815bc412093aa5069ec1f956d75d99e56359ac789557fd3217c69",
      "source_url": "https://business.ct.gov/knowledge-base/articles/entity-transactions-forms-and-fees",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "The filing instruments are a certificate of conversion and a certificate of domestication, each filed with the Secretary of the State (§§34-635(a), 34-645(a)).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-635(a), 34-645(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (a) A certificate of conversion shall be signed on behalf of the converting entity and filed with the Secretary of the State.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "Cross-border conversion or domestication requires authorization under the paired foreign jurisdiction's law; inbound conversion may also rely on the foreign entity's organic rules.",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-631(a)-(b), 34-641(b)-(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (a) Except as otherwise provided in this section, by complying with this chapter, a domestic entity may become (1) a domestic entity of a different type; or (2) a foreign entity of a different type, provided the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity of a different type, provided the conversion is authorized by the law of the foreign entity's jurisdiction of organization or the foreign entity's organic rules.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "Connecticut uses “domestication” for a same-type move between Connecticut and another jurisdiction (§34-600(11)).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. § 34-600(11), definition of Domestication",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] “Domestication” means a transaction authorized by part V of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute searched in full",
      "display": "No tax-clearance, good-standing, or tax-payment condition is stated in Connecticut chapter 616 after a complete full-text search.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "The entity's organic rules govern approval; merger rules or unanimous interest-holder approval apply as statutory fallbacks, with added consent for new interest-holder liability.",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-633(a)-(b), 34-643(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (a) A plan of conversion shall not be effective unless it has been approved: (1) By a domestic converting entity (A) in accordance with the requirements, if any, in its organic rules for approval of a conversion; (B) if its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of (i) in the case of an entity that is not a business corporation, a merger, as if the conversion were a merger; or (ii) in the case of a corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; or (C) if neither its organic law nor organic rules provide for approval of a conversion or a merger described in subparagraph (A) or (B) of this subdivision, by all of the interest holders of the entity entitled to vote on or consent to any matter; and (2) In a record, by each interest holder of a domestic converting entity that shall have interest holder liability for liabilities that arise after the conversion becomes effective, unless, in the case of an entity that is not a business or nonprofit corporation, (A) the organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders; and (B) the interest holder voted for or consented in a record to such provision of the organic rules or became an interest holder after the adoption of such provision. (b) A conversion of a foreign converting entity shall not be effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization or the foreign entity's organic rules.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "On conversion or domestication, the same entity continues without interruption; property stays vested, liabilities continue, and pending proceedings continue under the new name.",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-636(a)(1)-(9), 34-646(a)(1)-(9)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (a) When a conversion becomes effective: (1) The converted entity shall be (A) organized under and subject to the organic law of the converted entity; and (B) the same entity without interruption as the converting entity; (2) All property of the converting entity shall continue to be vested in the converted entity without assignment, reversion or impairment; (3) All liabilities of the converting entity shall continue as liabilities of the converted entity; (4) Except as provided by law, other than this chapter or the plan of conversion, all of the rights, privileges, immunities, powers and purposes of the converting entity shall remain in the converted entity; (5) The name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) If a converted entity is a filing entity, its public organic document shall be effective and binding on its interest holders; (7) If the converted entity is a limited liability partnership, its certificate of limited liability partnership shall be effective simultaneously; (8) The private organic rules of the converted entity that are to be in a record, if any, approved as part of the plan of conversion shall be effective and binding on and enforceable by (A) its interest holders; and (B) in the case of a converted entity that is not a business corporation or nonprofit corporation, any other person that is a party to an agreement that is part of the entity's private organic rules; and (9) The interests in the converting entity shall be converted, and the interest holders of the converting entity shall be entitled only to the rights provided to them under the plan of conversion and to any appraisal rights they have under section 34-607 and the converting entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "An entity of a different type may convert into a Connecticut limited partnership; a foreign source's law or organic rules must authorize the conversion (§34-631).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-600(12), 34-631(a)-(b), chapter 616, Part IV (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (a) Except as otherwise provided in this section, by complying with this chapter, a domestic entity may become (1) a domestic entity of a different type; or (2) a foreign entity of a different type, provided the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity of a different type, provided the conversion is authorized by the law of the foreign entity's jurisdiction of organization or the foreign entity's organic rules.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "A Connecticut limited partnership may convert to a different entity type; a foreign target requires authorization under that jurisdiction's law (§34-631(a)).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-600(12), 34-631(a)-(b), chapter 616, Part IV (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (a) Except as otherwise provided in this section, by complying with this chapter, a domestic entity may become (1) a domestic entity of a different type; or (2) a foreign entity of a different type, provided the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity of a different type, provided the conversion is authorized by the law of the foreign entity's jurisdiction of organization or the foreign entity's organic rules.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "A foreign limited partnership may domesticate into Connecticut as the same type if its jurisdiction of organization authorizes it (§34-641(c)).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-600(12), 34-641(b)-(c), chapter 616, Part V (Domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (b) Except as otherwise provided in this section, by complying with this part, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction, provided the domestication is authorized by the law of the foreign jurisdiction. (c) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity of the same type in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "A Connecticut limited partnership may domesticate to a foreign jurisdiction as the same type if that jurisdiction authorizes it (§34-641(b)).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-600(12), 34-641(b)-(c), chapter 616, Part V (Domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (b) Except as otherwise provided in this section, by complying with this part, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction, provided the domestication is authorized by the law of the foreign jurisdiction. (c) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity of the same type in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "Any different entity type within §34-600(12)'s defined categories may convert into a Connecticut limited partnership; foreign sources remain subject to §34-631(b).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. § 34-600(12) (Entity definition) and § 34-631(a)(1), (b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "A Connecticut limited partnership may convert to a different type within §34-600(12)'s defined categories, domestically or in an authorizing foreign jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. § 34-600(12) (Entity definition) and § 34-631(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary agency fee locator",
      "display": "The filing-fee source is the Connecticut Secretary of the State's Entity Transactions XXI table. No fee amount is stated here.",
      "fetch_event_id": null,
      "pinpoint": "Entity Transactions XXI table, Conversions and Domestications rows",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "If entity if converting into CT entity, add the formation document fee as follow: […] If entity is domesticating into CT, add the formation document fee as follows:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/63113b312aa815bc412093aa5069ec1f956d75d99e56359ac789557fd3217c69.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "63113b312aa815bc412093aa5069ec1f956d75d99e56359ac789557fd3217c69",
      "source_url": "https://business.ct.gov/knowledge-base/articles/entity-transactions-forms-and-fees",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "The filing instruments are a certificate of conversion and a certificate of domestication, each filed with the Secretary of the State (§§34-635(a), 34-645(a)).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-635(a), 34-645(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (a) A certificate of conversion shall be signed on behalf of the converting entity and filed with the Secretary of the State.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "Cross-border conversion or domestication requires authorization under the paired foreign jurisdiction's law; inbound conversion may also rely on the foreign entity's organic rules.",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. §§ 34-631(a)-(b), 34-641(b)-(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] (a) Except as otherwise provided in this section, by complying with this chapter, a domestic entity may become (1) a domestic entity of a different type; or (2) a foreign entity of a different type, provided the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity of a different type, provided the conversion is authorized by the law of the foreign entity's jurisdiction of organization or the foreign entity's organic rules.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute",
      "display": "Connecticut uses “domestication” for a same-type move between Connecticut and another jurisdiction (§34-600(11)).",
      "fetch_event_id": null,
      "pinpoint": "Conn. Gen. Stat. § 34-600(11), definition of Domestication",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity”, unless the context otherwise requires, means (A) a business corporation; (B) a nonprofit corporation; (C) a general partnership, including a limited liability partnership; (D) a limited partnership, including a limited liability limited partnership; (E) a limited liability company; (F) a business trust or statutory trust entity; (G) an unincorporated nonprofit association; (H) a cooperative; or (I) any other person who has a separate legal existence or the power to acquire an interest in real property in his or her own name other than (i) an individual; (ii) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (iii) an association or relationship that is not a partnership solely by reason of the law of any other jurisdiction; (iv) a decedent's estate; or (v) a government, a governmental subdivision, agency or instrumentality, or a quasi-governmental instrumentality. […] “Domestication” means a transaction authorized by part V of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#CT.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary statute searched in full",
      "display": "No tax-clearance, good-standing, or tax-payment condition is stated in Connecticut chapter 616 after a complete full-text search.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/CT/snapshots/c50/CT/f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7f2b1e1239ec4a41e3e471564565d6d4aed2caef40bec5ebc6d9971e2c1dc33",
      "source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "A conversion follows the entity's organic conversion rules, then merger rules, then the statutory unanimous fallback, with separate consent for new holder liability.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-204.03, complete approval section",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A plan of conversion shall not be effective unless it has been approved:\n\n(1) By a domestic converting entity:\n\n(A) In accordance with the requirements, if any, in its organic rules for approval of a conversion;\n\n(B) If its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of:\n\n(i) In the case of an entity that is not a business corporation, a merger, as if the conversion were a merger; or\n\n(ii) In the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation as if the conversion were that type of merger; or\n\n(C) If its organic law or organic rules do not provide for approval of a conversion or a merger described in subparagraph (B)(ii) of this paragraph, by all of the interest holders of the entity entitled to vote on or consent to any matter; and\n\n(2) In a record, by each interest holder of a domestic converting entity that will have interest holder liability for liabilities that arise after the conversion becomes effective, unless, in the case of an entity that is not a business or nonprofit corporation:\n\n(A) The organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of less than all of the interest holders; and\n\n(B) The interest holder voted for or consented in a record to that provision of the organic rules or became an interest holder after the adoption of that provision.\n\n(b) A conversion of a foreign converting entity shall not be effective unless it is approved by the foreign entity in accordance with the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "On conversion, the same entity continues without interruption; property, liabilities, powers, and pending proceedings continue as stated.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-204.06(a), complete effects subsection",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective:\n\n(1) The converted entity shall be:\n\n(A) Formed under and subject to the organic law of the converted entity; and\n\n(B) The same entity without interruption as the converting entity;\n\n(2) All property of the converting entity shall continue to be vested in the converted entity without transfer, reversion, or impairment;\n\n(3) All liabilities of the converting entity shall continue as debts, obligations, or other liabilities of the converted entity;\n\n(4) Except as otherwise provided by law other than this chapter or the plan of conversion, all of the rights, privileges, immunities, powers, and purposes of the converting entity shall remain in the converted entity;\n\n(5) The name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding;\n\n(6) If a converted entity is a filing entity, its public organic record shall be effective and shall be binding on its interest holders;\n\n(7) If the converted entity is a limited liability partnership, its statement of qualification shall be effective simultaneously;\n\n(8) The private organic rules of the converted entity that are to be in a record, if any, approved as part of the plan of conversion shall be effective and shall be binding on and enforceable by:\n\n(A) Its interest holders; and\n\n(B) In the case of a converted entity that is not a business corporation or nonprofit corporation, any other person that is a party to an agreement that is part of the entity’s private organic rules; and\n\n(9) The interests in the converting entity shall be converted, and the interest holders of the converting entity shall be entitled only to the rights provided to them under the plan of conversion, and to any appraisal rights they have under § 29-201.09 and the converting entity’s organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "A foreign entity may convert into a domestic DC business corporation of a different type if its formation jurisdiction authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-204.01(b), Subchapter IV (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Except as otherwise provided in this section, by complying with the provisions of this subchapter applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "A domestic DC business corporation may convert to a different domestic entity type or, if foreign law authorizes it, to a different foreign entity type.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-204.01(a), Subchapter IV (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this section, by complying with this subchapter, a domestic entity may become:\n\n(1) A domestic entity of a different type; or\n\n(2) A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "A foreign business corporation may domesticate into DC when the stated foreign-law and statutory conditions are met.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-307.01(a), applicable domestication subchapter",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A foreign business corporation may become a domestic business corporation only if the domestication is permitted by the organic law of the foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/658429da0c8c0c92ecbdc70559750079735899195fd84423b07687b657b9fafe.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "658429da0c8c0c92ecbdc70559750079735899195fd84423b07687b657b9fafe",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/3/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "A domestic DC business corporation may domesticate into a foreign jurisdiction when the stated foreign-law and statutory conditions are met.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-307.01(b), applicable domestication subchapter",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic business corporation may become a foreign business corporation if the domestication is permitted by the laws of the foreign jurisdiction. Regardless of whether the laws of the foreign jurisdiction require the adoption of a plan of domestication, the domestication shall be approved by the adoption by the corporation of a plan of domestication in the manner provided in this subchapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/658429da0c8c0c92ecbdc70559750079735899195fd84423b07687b657b9fafe.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "658429da0c8c0c92ecbdc70559750079735899195fd84423b07687b657b9fafe",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/3/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "D.C. Code § 29-204.01(a)-(b)",
          "quote": "(a) Except as otherwise provided in this section, by complying with this subchapter, a domestic entity may become:\n\n(1) A domestic entity of a different type; or\n\n(2) A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.\n\n(b) Except as otherwise provided in this section, by complying with the provisions of this subchapter applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
          "role": "authorization_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
          "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
          "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "defined_eligibility_class",
      "display": "Any statutory “entity” type other than a business corporation may convert into a domestic DC business corporation, subject to § 29-204.01(b).",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-101.02(10), complete definition of “entity”",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(10)(A) “Entity” means:\n\n(i) A business corporation;\n\n(ii) A nonprofit corporation;\n\n(iii) A general partnership, including a limited liability partnership;\n\n(iv) A limited partnership, including a limited liability limited partnership;\n\n(v) A limited liability company;\n\n(vi) A general cooperative association;\n\n(vii) A limited cooperative association;\n\n(viii) An unincorporated nonprofit association;\n\n(ix) A statutory trust, business trust, or common-law business trust; or\n\n(x) Any other person that has a legal existence separate from any interest holder of that person or that has the power to acquire an interest in real property in its own name.\n\n(B) The term “entity” does not include:\n\n(i) An individual;\n\n(ii) A testamentary or inter vivos trust with a predominantly donative purpose, or a charitable trust;\n\n(iii) An association or relationship that is not a partnership under the rules set forth in § 29-602.02(c) or a similar provision of the law of another jurisdiction;\n\n(iv) A decedent’s estate; or\n\n(v) A government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/0cd4567f9cc951b7297ebe1cb74e8536109107134039a3b12bb932243e05d824.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0cd4567f9cc951b7297ebe1cb74e8536109107134039a3b12bb932243e05d824",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/1/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "D.C. Code § 29-204.01(a)-(b)",
          "quote": "(a) Except as otherwise provided in this section, by complying with this subchapter, a domestic entity may become:\n\n(1) A domestic entity of a different type; or\n\n(2) A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.\n\n(b) Except as otherwise provided in this section, by complying with the provisions of this subchapter applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
          "role": "authorization_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
          "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
          "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "defined_eligibility_class",
      "display": "A domestic DC business corporation may convert into any other statutory “entity” type, subject to § 29-204.01(a).",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-101.02(10), complete definition of “entity”",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(10)(A) “Entity” means:\n\n(i) A business corporation;\n\n(ii) A nonprofit corporation;\n\n(iii) A general partnership, including a limited liability partnership;\n\n(iv) A limited partnership, including a limited liability limited partnership;\n\n(v) A limited liability company;\n\n(vi) A general cooperative association;\n\n(vii) A limited cooperative association;\n\n(viii) An unincorporated nonprofit association;\n\n(ix) A statutory trust, business trust, or common-law business trust; or\n\n(x) Any other person that has a legal existence separate from any interest holder of that person or that has the power to acquire an interest in real property in its own name.\n\n(B) The term “entity” does not include:\n\n(i) An individual;\n\n(ii) A testamentary or inter vivos trust with a predominantly donative purpose, or a charitable trust;\n\n(iii) An association or relationship that is not a partnership under the rules set forth in § 29-602.02(c) or a similar provision of the law of another jurisdiction;\n\n(iv) A decedent’s estate; or\n\n(v) A government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/0cd4567f9cc951b7297ebe1cb74e8536109107134039a3b12bb932243e05d824.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0cd4567f9cc951b7297ebe1cb74e8536109107134039a3b12bb932243e05d824",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/1/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "official_fee_locator",
      "display": "DLCP's all-entities fee schedule locates the filing fee under “Statement of conversion.”",
      "fetch_event_id": null,
      "pinpoint": "DLCP all-entities fee schedule, “Statement of conversion” entry",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Statement of conversion: the fee shall be equal to the fee for registering a domestic filing entity;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/DC/5f417823bf054aff8ec1c367f9a91c268b7ff0905f369414a08082a727d1d38d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5f417823bf054aff8ec1c367f9a91c268b7ff0905f369414a08082a727d1d38d",
      "source_url": "https://dlcp.dc.gov/node/1620006",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "The converting entity files a statement of conversion; a qualifying signed plan of conversion may be filed instead.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-204.05(a), (e)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A statement of conversion shall be signed on behalf of the converting entity and delivered to the Mayor for filing. […] (e) A plan of conversion that is signed on behalf of a domestic converting entity and meets all of the requirements of subsection (b) of this section may be delivered to the Mayor for filing instead of a statement of conversion and, upon filing by the Mayor, shall have the same effect. If a plan of conversion is filed as provided in this subsection, references in this chapter to a statement of conversion shall refer to the plan of conversion filed under this subsection.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "Foreign-jurisdiction conversion requires authorization under the applicable foreign jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-204.01(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this section, by complying with this subchapter, a domestic entity may become:\n\n(1) A domestic entity of a different type; or\n\n(2) A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.\n\n(b) Except as otherwise provided in this section, by complying with the provisions of this subchapter applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "The statute uses the term “domestication” for a same-type change of governing jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-307.01(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A foreign business corporation may become a domestic business corporation only if the domestication is permitted by the organic law of the foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/658429da0c8c0c92ecbdc70559750079735899195fd84423b07687b657b9fafe.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "658429da0c8c0c92ecbdc70559750079735899195fd84423b07687b657b9fafe",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/3/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.corp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "Chapter 3, Subchapter VII, §§ 29-307.01 through 29-307.06",
          "quote": null,
          "role": "negative_search_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/658429da0c8c0c92ecbdc70559750079735899195fd84423b07687b657b9fafe.html",
          "source_sha256": "658429da0c8c0c92ecbdc70559750079735899195fd84423b07687b657b9fafe",
          "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/3/index.full.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "negative_full_text_search",
      "display": "No tax-clearance, good-standing, or tax-payment precondition is stated in the captured conversion and applicable domestication provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "A conversion follows the entity's organic conversion rules, then merger rules, then the statutory unanimous fallback, with separate consent for new holder liability.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-204.03, complete approval section",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A plan of conversion shall not be effective unless it has been approved:\n\n(1) By a domestic converting entity:\n\n(A) In accordance with the requirements, if any, in its organic rules for approval of a conversion;\n\n(B) If its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of:\n\n(i) In the case of an entity that is not a business corporation, a merger, as if the conversion were a merger; or\n\n(ii) In the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation as if the conversion were that type of merger; or\n\n(C) If its organic law or organic rules do not provide for approval of a conversion or a merger described in subparagraph (B)(ii) of this paragraph, by all of the interest holders of the entity entitled to vote on or consent to any matter; and\n\n(2) In a record, by each interest holder of a domestic converting entity that will have interest holder liability for liabilities that arise after the conversion becomes effective, unless, in the case of an entity that is not a business or nonprofit corporation:\n\n(A) The organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of less than all of the interest holders; and\n\n(B) The interest holder voted for or consented in a record to that provision of the organic rules or became an interest holder after the adoption of that provision.\n\n(b) A conversion of a foreign converting entity shall not be effective unless it is approved by the foreign entity in accordance with the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "On conversion, the same entity continues without interruption; property, liabilities, powers, and pending proceedings continue as stated.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-204.06(a), complete effects subsection",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective:\n\n(1) The converted entity shall be:\n\n(A) Formed under and subject to the organic law of the converted entity; and\n\n(B) The same entity without interruption as the converting entity;\n\n(2) All property of the converting entity shall continue to be vested in the converted entity without transfer, reversion, or impairment;\n\n(3) All liabilities of the converting entity shall continue as debts, obligations, or other liabilities of the converted entity;\n\n(4) Except as otherwise provided by law other than this chapter or the plan of conversion, all of the rights, privileges, immunities, powers, and purposes of the converting entity shall remain in the converted entity;\n\n(5) The name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding;\n\n(6) If a converted entity is a filing entity, its public organic record shall be effective and shall be binding on its interest holders;\n\n(7) If the converted entity is a limited liability partnership, its statement of qualification shall be effective simultaneously;\n\n(8) The private organic rules of the converted entity that are to be in a record, if any, approved as part of the plan of conversion shall be effective and shall be binding on and enforceable by:\n\n(A) Its interest holders; and\n\n(B) In the case of a converted entity that is not a business corporation or nonprofit corporation, any other person that is a party to an agreement that is part of the entity’s private organic rules; and\n\n(9) The interests in the converting entity shall be converted, and the interest holders of the converting entity shall be entitled only to the rights provided to them under the plan of conversion, and to any appraisal rights they have under § 29-201.09 and the converting entity’s organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "A foreign entity may convert into a domestic DC LLC of a different type if its formation jurisdiction authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-204.01(b), Subchapter IV (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Except as otherwise provided in this section, by complying with the provisions of this subchapter applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "A domestic DC LLC may convert to a different domestic entity type or, if foreign law authorizes it, to a different foreign entity type.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-204.01(a), Subchapter IV (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this section, by complying with this subchapter, a domestic entity may become:\n\n(1) A domestic entity of a different type; or\n\n(2) A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "A foreign LLC may domesticate into DC when the stated foreign-law and statutory conditions are met.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-809.06(a), applicable domestication subchapter",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A foreign limited liability company may become a limited liability company pursuant to this section, §§ 29-809.07 through 29-809.09, and a plan of domestication, if:\n\n(1) The foreign limited liability company’s governing statute authorizes the domestication;\n\n(2) The domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and\n\n(3) The foreign limited liability company complies with its governing statute in effecting the domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/6bee59941fa4f9574a54894ff57b7b467ebfdc3ed98a214e18be454405002a69.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6bee59941fa4f9574a54894ff57b7b467ebfdc3ed98a214e18be454405002a69",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/8/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "A domestic DC LLC may domesticate into a foreign jurisdiction when the stated foreign-law and statutory conditions are met.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-809.06(b), applicable domestication subchapter",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) A limited liability company may become a foreign limited liability company pursuant to this section, §§ 29-809.07 through 29-809.09, and a plan of domestication, if:\n\n(1) The foreign limited liability company’s governing statute authorizes the domestication;\n\n(2) The domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and\n\n(3) The foreign limited liability company complies with its governing statute in effecting the domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/6bee59941fa4f9574a54894ff57b7b467ebfdc3ed98a214e18be454405002a69.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6bee59941fa4f9574a54894ff57b7b467ebfdc3ed98a214e18be454405002a69",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/8/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "D.C. Code § 29-204.01(a)-(b)",
          "quote": "(a) Except as otherwise provided in this section, by complying with this subchapter, a domestic entity may become:\n\n(1) A domestic entity of a different type; or\n\n(2) A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.\n\n(b) Except as otherwise provided in this section, by complying with the provisions of this subchapter applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
          "role": "authorization_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
          "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
          "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "defined_eligibility_class",
      "display": "Any statutory “entity” type other than a LLC may convert into a domestic DC LLC, subject to § 29-204.01(b).",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-101.02(10), complete definition of “entity”",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(10)(A) “Entity” means:\n\n(i) A business corporation;\n\n(ii) A nonprofit corporation;\n\n(iii) A general partnership, including a limited liability partnership;\n\n(iv) A limited partnership, including a limited liability limited partnership;\n\n(v) A limited liability company;\n\n(vi) A general cooperative association;\n\n(vii) A limited cooperative association;\n\n(viii) An unincorporated nonprofit association;\n\n(ix) A statutory trust, business trust, or common-law business trust; or\n\n(x) Any other person that has a legal existence separate from any interest holder of that person or that has the power to acquire an interest in real property in its own name.\n\n(B) The term “entity” does not include:\n\n(i) An individual;\n\n(ii) A testamentary or inter vivos trust with a predominantly donative purpose, or a charitable trust;\n\n(iii) An association or relationship that is not a partnership under the rules set forth in § 29-602.02(c) or a similar provision of the law of another jurisdiction;\n\n(iv) A decedent’s estate; or\n\n(v) A government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/0cd4567f9cc951b7297ebe1cb74e8536109107134039a3b12bb932243e05d824.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0cd4567f9cc951b7297ebe1cb74e8536109107134039a3b12bb932243e05d824",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/1/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "D.C. Code § 29-204.01(a)-(b)",
          "quote": "(a) Except as otherwise provided in this section, by complying with this subchapter, a domestic entity may become:\n\n(1) A domestic entity of a different type; or\n\n(2) A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.\n\n(b) Except as otherwise provided in this section, by complying with the provisions of this subchapter applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
          "role": "authorization_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
          "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
          "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "defined_eligibility_class",
      "display": "A domestic DC LLC may convert into any other statutory “entity” type, subject to § 29-204.01(a).",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-101.02(10), complete definition of “entity”",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(10)(A) “Entity” means:\n\n(i) A business corporation;\n\n(ii) A nonprofit corporation;\n\n(iii) A general partnership, including a limited liability partnership;\n\n(iv) A limited partnership, including a limited liability limited partnership;\n\n(v) A limited liability company;\n\n(vi) A general cooperative association;\n\n(vii) A limited cooperative association;\n\n(viii) An unincorporated nonprofit association;\n\n(ix) A statutory trust, business trust, or common-law business trust; or\n\n(x) Any other person that has a legal existence separate from any interest holder of that person or that has the power to acquire an interest in real property in its own name.\n\n(B) The term “entity” does not include:\n\n(i) An individual;\n\n(ii) A testamentary or inter vivos trust with a predominantly donative purpose, or a charitable trust;\n\n(iii) An association or relationship that is not a partnership under the rules set forth in § 29-602.02(c) or a similar provision of the law of another jurisdiction;\n\n(iv) A decedent’s estate; or\n\n(v) A government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/0cd4567f9cc951b7297ebe1cb74e8536109107134039a3b12bb932243e05d824.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0cd4567f9cc951b7297ebe1cb74e8536109107134039a3b12bb932243e05d824",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/1/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "official_fee_locator",
      "display": "DLCP's all-entities fee schedule locates the filing fee under “Statement of conversion.”",
      "fetch_event_id": null,
      "pinpoint": "DLCP all-entities fee schedule, “Statement of conversion” entry",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Statement of conversion: the fee shall be equal to the fee for registering a domestic filing entity;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/DC/5f417823bf054aff8ec1c367f9a91c268b7ff0905f369414a08082a727d1d38d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5f417823bf054aff8ec1c367f9a91c268b7ff0905f369414a08082a727d1d38d",
      "source_url": "https://dlcp.dc.gov/node/1620006",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "The converting entity files a statement of conversion; a qualifying signed plan of conversion may be filed instead.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-204.05(a), (e)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A statement of conversion shall be signed on behalf of the converting entity and delivered to the Mayor for filing. […] (e) A plan of conversion that is signed on behalf of a domestic converting entity and meets all of the requirements of subsection (b) of this section may be delivered to the Mayor for filing instead of a statement of conversion and, upon filing by the Mayor, shall have the same effect. If a plan of conversion is filed as provided in this subsection, references in this chapter to a statement of conversion shall refer to the plan of conversion filed under this subsection.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "Foreign-jurisdiction conversion requires authorization under the applicable foreign jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-204.01(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this section, by complying with this subchapter, a domestic entity may become:\n\n(1) A domestic entity of a different type; or\n\n(2) A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.\n\n(b) Except as otherwise provided in this section, by complying with the provisions of this subchapter applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "The statute uses the term “domestication” for a same-type change of governing jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-809.06(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A foreign limited liability company may become a limited liability company pursuant to this section, §§ 29-809.07 through 29-809.09, and a plan of domestication",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/6bee59941fa4f9574a54894ff57b7b467ebfdc3ed98a214e18be454405002a69.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6bee59941fa4f9574a54894ff57b7b467ebfdc3ed98a214e18be454405002a69",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/8/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.llc.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "Chapter 8, Subchapter IX, §§ 29-809.06 through 29-809.09",
          "quote": null,
          "role": "negative_search_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/6bee59941fa4f9574a54894ff57b7b467ebfdc3ed98a214e18be454405002a69.html",
          "source_sha256": "6bee59941fa4f9574a54894ff57b7b467ebfdc3ed98a214e18be454405002a69",
          "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/8/index.full.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "negative_full_text_search",
      "display": "No tax-clearance, good-standing, or tax-payment precondition is stated in the captured conversion and applicable domestication provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "A conversion follows the entity's organic conversion rules, then merger rules, then the statutory unanimous fallback, with separate consent for new holder liability.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-204.03, complete approval section",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A plan of conversion shall not be effective unless it has been approved:\n\n(1) By a domestic converting entity:\n\n(A) In accordance with the requirements, if any, in its organic rules for approval of a conversion;\n\n(B) If its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of:\n\n(i) In the case of an entity that is not a business corporation, a merger, as if the conversion were a merger; or\n\n(ii) In the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation as if the conversion were that type of merger; or\n\n(C) If its organic law or organic rules do not provide for approval of a conversion or a merger described in subparagraph (B)(ii) of this paragraph, by all of the interest holders of the entity entitled to vote on or consent to any matter; and\n\n(2) In a record, by each interest holder of a domestic converting entity that will have interest holder liability for liabilities that arise after the conversion becomes effective, unless, in the case of an entity that is not a business or nonprofit corporation:\n\n(A) The organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of less than all of the interest holders; and\n\n(B) The interest holder voted for or consented in a record to that provision of the organic rules or became an interest holder after the adoption of that provision.\n\n(b) A conversion of a foreign converting entity shall not be effective unless it is approved by the foreign entity in accordance with the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "On conversion, the same entity continues without interruption; property, liabilities, powers, and pending proceedings continue as stated.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-204.06(a), complete effects subsection",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective:\n\n(1) The converted entity shall be:\n\n(A) Formed under and subject to the organic law of the converted entity; and\n\n(B) The same entity without interruption as the converting entity;\n\n(2) All property of the converting entity shall continue to be vested in the converted entity without transfer, reversion, or impairment;\n\n(3) All liabilities of the converting entity shall continue as debts, obligations, or other liabilities of the converted entity;\n\n(4) Except as otherwise provided by law other than this chapter or the plan of conversion, all of the rights, privileges, immunities, powers, and purposes of the converting entity shall remain in the converted entity;\n\n(5) The name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding;\n\n(6) If a converted entity is a filing entity, its public organic record shall be effective and shall be binding on its interest holders;\n\n(7) If the converted entity is a limited liability partnership, its statement of qualification shall be effective simultaneously;\n\n(8) The private organic rules of the converted entity that are to be in a record, if any, approved as part of the plan of conversion shall be effective and shall be binding on and enforceable by:\n\n(A) Its interest holders; and\n\n(B) In the case of a converted entity that is not a business corporation or nonprofit corporation, any other person that is a party to an agreement that is part of the entity’s private organic rules; and\n\n(9) The interests in the converting entity shall be converted, and the interest holders of the converting entity shall be entitled only to the rights provided to them under the plan of conversion, and to any appraisal rights they have under § 29-201.09 and the converting entity’s organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "A foreign entity may convert into a domestic DC limited partnership of a different type if its formation jurisdiction authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-204.01(b), Subchapter IV (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Except as otherwise provided in this section, by complying with the provisions of this subchapter applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "A domestic DC limited partnership may convert to a different domestic entity type or, if foreign law authorizes it, to a different foreign entity type.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-204.01(a), Subchapter IV (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this section, by complying with this subchapter, a domestic entity may become:\n\n(1) A domestic entity of a different type; or\n\n(2) A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "A foreign limited partnership may domesticate into DC when the stated foreign-law and statutory conditions are met.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-205.01(b), applicable domestication subchapter",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Except as otherwise provided in this section, by complying with the provisions of this subchapter applicable to foreign entities, a foreign entity may become a domestic entity of the same type in the District if the domestication is authorized by the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "A domestic DC limited partnership may domesticate into a foreign jurisdiction when the stated foreign-law and statutory conditions are met.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-205.01(a), applicable domestication subchapter",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this section, by complying with this subchapter, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "D.C. Code § 29-204.01(a)-(b)",
          "quote": "(a) Except as otherwise provided in this section, by complying with this subchapter, a domestic entity may become:\n\n(1) A domestic entity of a different type; or\n\n(2) A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.\n\n(b) Except as otherwise provided in this section, by complying with the provisions of this subchapter applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
          "role": "authorization_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
          "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
          "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "defined_eligibility_class",
      "display": "Any statutory “entity” type other than a limited partnership may convert into a domestic DC limited partnership, subject to § 29-204.01(b).",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-101.02(10), complete definition of “entity”",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(10)(A) “Entity” means:\n\n(i) A business corporation;\n\n(ii) A nonprofit corporation;\n\n(iii) A general partnership, including a limited liability partnership;\n\n(iv) A limited partnership, including a limited liability limited partnership;\n\n(v) A limited liability company;\n\n(vi) A general cooperative association;\n\n(vii) A limited cooperative association;\n\n(viii) An unincorporated nonprofit association;\n\n(ix) A statutory trust, business trust, or common-law business trust; or\n\n(x) Any other person that has a legal existence separate from any interest holder of that person or that has the power to acquire an interest in real property in its own name.\n\n(B) The term “entity” does not include:\n\n(i) An individual;\n\n(ii) A testamentary or inter vivos trust with a predominantly donative purpose, or a charitable trust;\n\n(iii) An association or relationship that is not a partnership under the rules set forth in § 29-602.02(c) or a similar provision of the law of another jurisdiction;\n\n(iv) A decedent’s estate; or\n\n(v) A government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/0cd4567f9cc951b7297ebe1cb74e8536109107134039a3b12bb932243e05d824.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0cd4567f9cc951b7297ebe1cb74e8536109107134039a3b12bb932243e05d824",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/1/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "D.C. Code § 29-204.01(a)-(b)",
          "quote": "(a) Except as otherwise provided in this section, by complying with this subchapter, a domestic entity may become:\n\n(1) A domestic entity of a different type; or\n\n(2) A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.\n\n(b) Except as otherwise provided in this section, by complying with the provisions of this subchapter applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
          "role": "authorization_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
          "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
          "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "defined_eligibility_class",
      "display": "A domestic DC limited partnership may convert into any other statutory “entity” type, subject to § 29-204.01(a).",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-101.02(10), complete definition of “entity”",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(10)(A) “Entity” means:\n\n(i) A business corporation;\n\n(ii) A nonprofit corporation;\n\n(iii) A general partnership, including a limited liability partnership;\n\n(iv) A limited partnership, including a limited liability limited partnership;\n\n(v) A limited liability company;\n\n(vi) A general cooperative association;\n\n(vii) A limited cooperative association;\n\n(viii) An unincorporated nonprofit association;\n\n(ix) A statutory trust, business trust, or common-law business trust; or\n\n(x) Any other person that has a legal existence separate from any interest holder of that person or that has the power to acquire an interest in real property in its own name.\n\n(B) The term “entity” does not include:\n\n(i) An individual;\n\n(ii) A testamentary or inter vivos trust with a predominantly donative purpose, or a charitable trust;\n\n(iii) An association or relationship that is not a partnership under the rules set forth in § 29-602.02(c) or a similar provision of the law of another jurisdiction;\n\n(iv) A decedent’s estate; or\n\n(v) A government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/0cd4567f9cc951b7297ebe1cb74e8536109107134039a3b12bb932243e05d824.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0cd4567f9cc951b7297ebe1cb74e8536109107134039a3b12bb932243e05d824",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/1/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "official_fee_locator",
      "display": "DLCP's all-entities fee schedule locates the filing fee under “Statement of conversion.”",
      "fetch_event_id": null,
      "pinpoint": "DLCP all-entities fee schedule, “Statement of conversion” entry",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Statement of conversion: the fee shall be equal to the fee for registering a domestic filing entity;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/DC/5f417823bf054aff8ec1c367f9a91c268b7ff0905f369414a08082a727d1d38d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5f417823bf054aff8ec1c367f9a91c268b7ff0905f369414a08082a727d1d38d",
      "source_url": "https://dlcp.dc.gov/node/1620006",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "The converting entity files a statement of conversion; a qualifying signed plan of conversion may be filed instead.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-204.05(a), (e)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A statement of conversion shall be signed on behalf of the converting entity and delivered to the Mayor for filing. […] (e) A plan of conversion that is signed on behalf of a domestic converting entity and meets all of the requirements of subsection (b) of this section may be delivered to the Mayor for filing instead of a statement of conversion and, upon filing by the Mayor, shall have the same effect. If a plan of conversion is filed as provided in this subsection, references in this chapter to a statement of conversion shall refer to the plan of conversion filed under this subsection.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "Foreign-jurisdiction conversion requires authorization under the applicable foreign jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-204.01(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this section, by complying with this subchapter, a domestic entity may become:\n\n(1) A domestic entity of a different type; or\n\n(2) A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.\n\n(b) Except as otherwise provided in this section, by complying with the provisions of this subchapter applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "The statute uses the term “domestication” for a same-type change of governing jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "D.C. Code § 29-201.02(10)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Domestication” means a transaction authorized by subchapter V of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DC.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_full_text_search",
      "display": "No tax-clearance, good-standing, or tax-payment precondition is stated in the captured conversion and applicable domestication provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DC/snapshots/c50/DC/2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2dfb06786fc1186f9f065529e359046ece49c06f78d12c4013795f76f99a4fd6",
      "source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "8 Del. C. § 390(b), (h); Title 8, ch. 1, Subchapter XVII page",
          "quote": "(b) The board of directors of the corporation which desires to transfer to or domesticate or continue in a foreign jurisdiction shall adopt a resolution approving such transfer, domestication or continuance specifying the foreign jurisdiction to which the corporation shall be transferred or in which the corporation shall be domesticated or continued and, if applicable, that in connection with such transfer, domestication or continuance the corporation’s existence as a corporation of this State is to continue and recommending the approval of such transfer or domestication or continuance by the stockholders of the corporation. […] If a majority of the outstanding shares of stock of the corporation, entitled to vote thereon shall be voted for the adoption of the resolution (provided that, if the corporation is transferring, domesticating or continuing as a partnership having 1 or more general partners, then, in addition to the foregoing approval, authorization of the transfer, domestication or continuance shall require approval of each stockholder of the corporation who will become a general partner of such partnership as a result of the transfer, domestication or continuance), the corporation shall file with the Secretary of State a certificate of transfer if its existence as a corporation of this State is to cease or a certificate of transfer and domestic continuance if its existence as a corporation of this State is to continue, executed in accordance with § 103 of this title, which certifies: […] (h) No vote of the stockholders of a corporation shall be necessary to authorize a transfer, domestication or continuance if no shares of the stock of such corporation shall have been issued prior to the adoption by the board of directors of the resolution approving the transfer, domestication or continuance.",
          "role": "supporting_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/DE/9130accf0c11123ee71c9d8e37b5502b3386ba2fedeb639eaac71903c125ea05.html",
          "source_sha256": "9130accf0c11123ee71c9d8e37b5502b3386ba2fedeb639eaac71903c125ea05",
          "source_url": "https://delcode.delaware.gov/title8/c001/sc17/index.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Board resolution, then a majority of outstanding shares entitled to vote, plus consent of each stockholder who becomes a general partner; no stockholder vote if no shares were issued (§ 266(b), (i)); transfers follow § 390(b).",
      "fetch_event_id": null,
      "pinpoint": "8 Del. C. § 266(b), (i), (k); delcode.delaware.gov Title 8, ch. 1, Subchapter IX page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) The board of directors of the corporation which desires to convert under this section shall adopt a resolution approving such conversion, specifying the type of entity into which the corporation shall be converted and recommending the approval of such conversion by the stockholders of the corporation. If a plan of conversion is to be adopted in accordance with subsection ( l ) of this section, such plan shall be approved together with the resolution approving the conversion. Such resolution shall be submitted to the stockholders of the corporation at an annual or special meeting. Due notice of the time, and purpose of the meeting shall be given to each holder of stock, whether voting or nonvoting, of the corporation at the address of the stockholder as it appears on the records of the corporation, at least 20 days prior to the date of the meeting. At the meeting, the resolution shall be considered and a vote taken for its adoption or rejection. If a majority of the outstanding shares of stock of the corporation, entitled to vote thereon shall be voted for the adoption of the resolution, the conversion shall be authorized, provided that, if the corporation is converting to a partnership having 1 or more general partners, then, in addition to the foregoing approval, authorization of the conversion shall require approval of each stockholder of the corporation who will become a general partner of such partnership as a result of the conversion. […] (i) No vote of stockholders of a corporation shall be necessary to authorize a conversion if no shares of the stock of such corporation shall have been issued prior to the adoption by the board of directors of the resolution approving the conversion. […] (k) Any provision of the certificate of incorporation of a corporation incorporated before August 1, 2022, or any provision in any voting trust agreement or other written agreement between or among any such corporation and 1 or more of its stockholders in effect on or before August 1, 2022, that restricts, conditions or prohibits the consummation of a merger or consolidation shall be deemed to apply to a conversion as if it were a merger or consolidation unless the certificate of incorporation or such agreement expressly provides otherwise.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/DE/8131fc01dc1671e8d5bb805488b88fbbc920b55e54cb5e1dc24f27d5fae65712.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8131fc01dc1671e8d5bb805488b88fbbc920b55e54cb5e1dc24f27d5fae65712",
      "source_url": "https://delcode.delaware.gov/title8/c001/sc09/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "After a Delaware corporation converts, the new form is the same entity, property and debts stay vested and attached, prior liabilities are unaffected, and unless the resolution provides otherwise it need not wind up (§ 266(e), (f), (h)).",
      "fetch_event_id": null,
      "pinpoint": "8 Del. C. § 266(e), (f), (h); delcode.delaware.gov Title 8, ch. 1, Subchapter IX page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(e) The conversion of a corporation out of the State of Delaware in accordance with this section and the resulting cessation of its existence as a corporation of this State pursuant to a certificate of conversion to non-Delaware entity shall not be deemed to affect any obligations or liabilities of the corporation incurred prior to such conversion or the personal liability of any person incurred prior to such conversion, nor shall it be deemed to affect the choice of law applicable to the corporation with respect to matters arising prior to such conversion. […] (f) Unless otherwise provided in a resolution of conversion adopted in accordance with this section, the converting corporation shall not be required to wind up its affairs or pay its liabilities and distribute its assets, and the conversion shall not constitute a dissolution of such corporation. […] (h) When a corporation has been converted to another entity or business form pursuant to this section, the other entity or business form shall, for all purposes of the laws of the State of Delaware, be deemed to be the same entity as the corporation. When any conversion shall have become effective under this section, for all purposes of the laws of the State of Delaware, all of the rights, privileges and powers of the corporation that has converted, and all property, real, personal and mixed, and all debts due to such corporation, as well as all other things and causes of action belonging to such corporation, shall remain vested in the other entity or business form to which such corporation has converted and shall be the property of such other entity or business form, and the title to any real property vested by deed or otherwise in such corporation shall not revert or be in any way impaired by reason of this chapter; but all rights of creditors and all liens upon any property of such corporation shall be preserved unimpaired, and all debts, liabilities and duties of the corporation that has converted shall remain attached to the other entity or business form to which such corporation has converted, and may be enforced against it to the same extent as if said debts, liabilities and duties had originally been incurred or contracted by it in its capacity as such other entity or business form. The rights, privileges, powers and interest in property of the corporation that has converted, as well as the debts, liabilities and duties of such corporation, shall not be deemed, as a consequence of the conversion, to have been transferred to the other entity or business form to which such corporation has converted for any purpose of the laws of the State of Delaware.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/DE/8131fc01dc1671e8d5bb805488b88fbbc920b55e54cb5e1dc24f27d5fae65712.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8131fc01dc1671e8d5bb805488b88fbbc920b55e54cb5e1dc24f27d5fae65712",
      "source_url": "https://delcode.delaware.gov/title8/c001/sc09/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Authorized: an 'other entity' in § 265(a), including a foreign corporation, may convert to a Delaware corporation after approval under its governing documents or applicable law and filing the two certificates.",
      "fetch_event_id": null,
      "pinpoint": "8 Del. C. § 265(b); delcode.delaware.gov Title 8, ch. 1, Subchapter IX page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 265. Conversion of other entities to a domestic corporation [For application of this section, see 84 Del. Laws, c. 98, § 17]. […] (b) Any other entity may convert to a corporation of this State by complying with subsection (h) of this section and filing in the office of the Secretary of State: (1) A certificate of conversion to corporation that has been executed in accordance with subsection (i) of this section and filed in accordance with § 103 of this title; and (2) A certificate of incorporation that has been executed, acknowledged and filed in accordance with § 103 of this title.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/DE/8131fc01dc1671e8d5bb805488b88fbbc920b55e54cb5e1dc24f27d5fae65712.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8131fc01dc1671e8d5bb805488b88fbbc920b55e54cb5e1dc24f27d5fae65712",
      "source_url": "https://delcode.delaware.gov/title8/c001/sc09/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "8 Del. C. § 277; Title 8, ch. 1, Subchapter X page",
          "quote": "No corporation shall be dissolved, merged, transferred (without continuing its existence as a corporation of this State) or converted under this chapter until: (1) All franchise taxes due to or assessable by the State including all franchise taxes due or which would be due or assessable for the entire calendar month during which such dissolution, merger, transfer or conversion becomes effective have been paid by the corporation; and (2) All annual franchise tax reports including a final annual franchise tax report for the year in which such dissolution, merger, transfer or conversion becomes effective have been filed by the corporation; notwithstanding the foregoing, if the Secretary of State certifies that an instrument to effect a dissolution, merger, transfer or conversion has been filed in the Secretary of State’s office, such corporation shall be dissolved, merged, transferred or converted at the effective time of such instrument.",
          "role": "supporting_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/9d7fa12ac05909926eca6da11f90e2ae48e28760faca6d168e3576c6c08db8cb.html",
          "source_sha256": "9d7fa12ac05909926eca6da11f90e2ae48e28760faca6d168e3576c6c08db8cb",
          "source_url": "https://delcode.delaware.gov/title8/c001/sc10/index.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Authorized: a Delaware corporation may convert to an LLC, trust, association, other unincorporated business or partnership, or a foreign corporation, after board and majority-stockholder approval and franchise-tax payment (§§ 266, 277).",
      "fetch_event_id": null,
      "pinpoint": "8 Del. C. § 266(a); delcode.delaware.gov Title 8, ch. 1, Subchapter IX page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 266. Conversion of a domestic corporation to other entities [For application of this section, see 84 Del. Laws, c. 98, § 16]. […] (a) A corporation of this State may, upon the authorization of such conversion in accordance with this section, convert to a limited liability company, statutory trust, business trust or association, real estate investment trust, common-law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)) or a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/DE/8131fc01dc1671e8d5bb805488b88fbbc920b55e54cb5e1dc24f27d5fae65712.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8131fc01dc1671e8d5bb805488b88fbbc920b55e54cb5e1dc24f27d5fae65712",
      "source_url": "https://delcode.delaware.gov/title8/c001/sc09/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "8 Del. C. § 265(a)-(b); Title 8, ch. 1, Subchapter IX page",
          "quote": "(a) As used in this section, the term “other entity” means a limited liability company, statutory trust, business trust or association, real estate investment trust, common-law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)), or a foreign corporation. […] (b) Any other entity may convert to a corporation of this State by complying with subsection (h) of this section and filing in the office of the Secretary of State:",
          "role": "supporting_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/DE/8131fc01dc1671e8d5bb805488b88fbbc920b55e54cb5e1dc24f27d5fae65712.html",
          "source_sha256": "8131fc01dc1671e8d5bb805488b88fbbc920b55e54cb5e1dc24f27d5fae65712",
          "source_url": "https://delcode.delaware.gov/title8/c001/sc09/index.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conditional: § 388 domestication is limited to entities formed under the law of a jurisdiction outside the United States; a foreign corporation formed in the US converts in under § 265 instead.",
      "fetch_event_id": null,
      "pinpoint": "8 Del. C. § 388(b); delcode.delaware.gov Title 8, ch. 1, Subchapter XVII page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 388. Domestication of non-United States entities [For application of section, see 83 Del. Laws, c. 377, § 24]. […] (b) Any non-United States entity may become domesticated as a corporation in this State by complying with subsection (h) of this section and filing with the Secretary of State: (1) A certificate of corporate domestication which shall be executed in accordance with subsection (g) of this section and filed in accordance with § 103 of this title; and (2) A certificate of incorporation, which shall be executed, acknowledged and filed in accordance with § 103 of this title.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/DE/9130accf0c11123ee71c9d8e37b5502b3386ba2fedeb639eaac71903c125ea05.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9130accf0c11123ee71c9d8e37b5502b3386ba2fedeb639eaac71903c125ea05",
      "source_url": "https://delcode.delaware.gov/title8/c001/sc17/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "8 Del. C. § 266(a); Title 8, ch. 1, Subchapter IX page",
          "quote": "(a) A corporation of this State may, upon the authorization of such conversion in accordance with this section, convert to a limited liability company, statutory trust, business trust or association, real estate investment trust, common-law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)) or a foreign corporation.",
          "role": "supporting_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/DE/8131fc01dc1671e8d5bb805488b88fbbc920b55e54cb5e1dc24f27d5fae65712.html",
          "source_sha256": "8131fc01dc1671e8d5bb805488b88fbbc920b55e54cb5e1dc24f27d5fae65712",
          "source_url": "https://delcode.delaware.gov/title8/c001/sc09/index.html"
        },
        {
          "pinpoint": "8 Del. C. § 277; Title 8, ch. 1, Subchapter X page",
          "quote": "No corporation shall be dissolved, merged, transferred (without continuing its existence as a corporation of this State) or converted under this chapter until: (1) All franchise taxes due to or assessable by the State including all franchise taxes due or which would be due or assessable for the entire calendar month during which such dissolution, merger, transfer or conversion becomes effective have been paid by the corporation; and (2) All annual franchise tax reports including a final annual franchise tax report for the year in which such dissolution, merger, transfer or conversion becomes effective have been filed by the corporation; notwithstanding the foregoing, if the Secretary of State certifies that an instrument to effect a dissolution, merger, transfer or conversion has been filed in the Secretary of State’s office, such corporation shall be dissolved, merged, transferred or converted at the effective time of such instrument.",
          "role": "supporting_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/9d7fa12ac05909926eca6da11f90e2ae48e28760faca6d168e3576c6c08db8cb.html",
          "source_sha256": "9d7fa12ac05909926eca6da11f90e2ae48e28760faca6d168e3576c6c08db8cb",
          "source_url": "https://delcode.delaware.gov/title8/c001/sc10/index.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conditional: § 390 transfer, domestication or continuance is limited to jurisdictions outside the United States; a US move is a § 266(a) conversion to a foreign corporation.",
      "fetch_event_id": null,
      "pinpoint": "8 Del. C. § 390(a); delcode.delaware.gov Title 8, ch. 1, Subchapter XVII page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 390. Transfer, domestication or continuance of domestic corporations [For application of this section, see 84 Del. Laws, c. 98, § 18]. […] (a) Upon compliance with the provisions of this section, any corporation existing under the laws of this State may transfer to or domesticate or continue in any foreign jurisdiction and, in connection therewith, may elect to continue its existence as a corporation of this State. As used in this section, the term: (1) “Foreign jurisdiction” means any foreign country, or other foreign jurisdiction (other than the United States, any state, the District of Columbia, or any possession or territory of the United States); and (2) “Resulting entity” means the entity formed, incorporated, created or otherwise coming into being as a consequence of the transfer of the corporation to, or its domestication or continuance in, a foreign jurisdiction pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/DE/9130accf0c11123ee71c9d8e37b5502b3386ba2fedeb639eaac71903c125ea05.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9130accf0c11123ee71c9d8e37b5502b3386ba2fedeb639eaac71903c125ea05",
      "source_url": "https://delcode.delaware.gov/title8/c001/sc17/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Eligible to convert into a Delaware corporation: LLCs, statutory and business trusts or associations, REITs, common-law trusts, other unincorporated businesses incl. general and limited partnerships, and foreign corporations (§ 265(a)).",
      "fetch_event_id": null,
      "pinpoint": "8 Del. C. § 265(a); delcode.delaware.gov Title 8, ch. 1, Subchapter IX page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) As used in this section, the term “other entity” means a limited liability company, statutory trust, business trust or association, real estate investment trust, common-law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)), or a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/DE/8131fc01dc1671e8d5bb805488b88fbbc920b55e54cb5e1dc24f27d5fae65712.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8131fc01dc1671e8d5bb805488b88fbbc920b55e54cb5e1dc24f27d5fae65712",
      "source_url": "https://delcode.delaware.gov/title8/c001/sc09/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Delaware corporation may convert to an LLC, statutory or business trust or association, REIT, common-law trust, other unincorporated business incl. a general or limited partnership, or a foreign corporation (§ 266(a)).",
      "fetch_event_id": null,
      "pinpoint": "8 Del. C. § 266(a); delcode.delaware.gov Title 8, ch. 1, Subchapter IX page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A corporation of this State may, upon the authorization of such conversion in accordance with this section, convert to a limited liability company, statutory trust, business trust or association, real estate investment trust, common-law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)) or a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/DE/8131fc01dc1671e8d5bb805488b88fbbc920b55e54cb5e1dc24f27d5fae65712.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8131fc01dc1671e8d5bb805488b88fbbc920b55e54cb5e1dc24f27d5fae65712",
      "source_url": "https://delcode.delaware.gov/title8/c001/sc09/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Filing fees for corporate domestication, transfer and conversion certificates are set in 8 Del. C. § 391(a)(19), (25), (26) and (27), with the certificate-of-incorporation fee of § 391(a)(1) added for (19) and (26).",
      "fetch_event_id": null,
      "pinpoint": "8 Del. C. § 391(a)(19), (25)-(27); delcode.delaware.gov Title 8, ch. 1, Subchapter XVIII page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(19) For receiving and filing and/or indexing by the Secretary of State of a certificate of domestication and certificate of incorporation prescribed in § 388(d) of this title […] (25) For receiving and filing and/or indexing by the Secretary of State of a certificate of transfer or a certificate of continuance prescribed in § 390 of this title […] (26) For receiving and filing and/or indexing by the Secretary of State of a certificate of conversion and certificate of incorporation prescribed in § 265 of this title […] (27) For receiving and filing and/or indexing by the Secretary of State of a certificate of conversion prescribed in § 266 of this title",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/DE/5a59b87609ce381d0fed9d2fa157195bd5ecb302b69f62d91a6378a20cb5a7e6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5a59b87609ce381d0fed9d2fa157195bd5ecb302b69f62d91a6378a20cb5a7e6",
      "source_url": "https://delcode.delaware.gov/title8/c001/sc18/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "8 Del. C. §§ 388(b)(1), 390(b); Title 8, ch. 1, Subchapter XVII page",
          "quote": "(1) A certificate of corporate domestication which shall be executed in accordance with subsection (g) of this section and filed in accordance with § 103 of this title; and […] the corporation shall file with the Secretary of State a certificate of transfer if its existence as a corporation of this State is to cease or a certificate of transfer and domestic continuance if its existence as a corporation of this State is to continue, executed in accordance with § 103 of this title, which certifies:",
          "role": "supporting_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/DE/9130accf0c11123ee71c9d8e37b5502b3386ba2fedeb639eaac71903c125ea05.html",
          "source_sha256": "9130accf0c11123ee71c9d8e37b5502b3386ba2fedeb639eaac71903c125ea05",
          "source_url": "https://delcode.delaware.gov/title8/c001/sc17/index.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Out: certificate of conversion to non-Delaware entity (§ 266(c)-(d)) or certificate of transfer (§ 390(b)); in: certificate of conversion to corporation or of corporate domestication, each with a certificate of incorporation.",
      "fetch_event_id": null,
      "pinpoint": "8 Del. C. §§ 265(b), 266(c)-(d); delcode.delaware.gov Title 8, ch. 1, Subchapter IX page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) If a corporation shall convert in accordance with this section to another entity organized, formed or created under the laws of a jurisdiction other than the State of Delaware, the corporation shall file with the Secretary of State a certificate of conversion executed in accordance with § 103 of this title, which certifies: […] a certificate of conversion to non-Delaware entity in accordance with subsection (c) of this section […] (1) A certificate of conversion to corporation that has been executed in accordance with subsection (i) of this section and filed in accordance with § 103 of this title; and […] (2) A certificate of incorporation that has been executed, acknowledged and filed in accordance with § 103 of this title.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/DE/8131fc01dc1671e8d5bb805488b88fbbc920b55e54cb5e1dc24f27d5fae65712.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8131fc01dc1671e8d5bb805488b88fbbc920b55e54cb5e1dc24f27d5fae65712",
      "source_url": "https://delcode.delaware.gov/title8/c001/sc09/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "8 Del. C. ch. 1, Subchapter I. Formation",
          "quote": "",
          "role": "negative_search_scope",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-4/5a6c1271e89118c7f2a75b6c3f0d7f84254c4d5f8f0cf8e5afb38245ec9ecd65.html",
          "source_sha256": "5a6c1271e89118c7f2a75b6c3f0d7f84254c4d5f8f0cf8e5afb38245ec9ecd65",
          "source_url": "https://delcode.delaware.gov/title8/c001/sc01/index.html"
        },
        {
          "pinpoint": "8 Del. C. ch. 1, Subchapter II. Powers",
          "quote": "",
          "role": "negative_search_scope",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-4/DE/b4c0a8c663f7bf17c64dba97a6b4b49382f13194ab35a92fcad0be2b2e61f6fa.html",
          "source_sha256": "b4c0a8c663f7bf17c64dba97a6b4b49382f13194ab35a92fcad0be2b2e61f6fa",
          "source_url": "https://delcode.delaware.gov/title8/c001/sc02/index.html"
        },
        {
          "pinpoint": "8 Del. C. ch. 1, Subchapter III. Registered Office and Registered Agent",
          "quote": "",
          "role": "negative_search_scope",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-4/9e897d916ff6822f4ef0b43a679879133e16ee5e436d0a3f30b1dfc885377a5f.html",
          "source_sha256": "9e897d916ff6822f4ef0b43a679879133e16ee5e436d0a3f30b1dfc885377a5f",
          "source_url": "https://delcode.delaware.gov/title8/c001/sc03/index.html"
        },
        {
          "pinpoint": "8 Del. C. ch. 1, Subchapter IV. Directors and Officers",
          "quote": "",
          "role": "negative_search_scope",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-4/6854d085538edb49b067d2ed41fdd9129b06ee46d32f1492a830abeabb9c2a06.html",
          "source_sha256": "6854d085538edb49b067d2ed41fdd9129b06ee46d32f1492a830abeabb9c2a06",
          "source_url": "https://delcode.delaware.gov/title8/c001/sc04/index.html"
        },
        {
          "pinpoint": "8 Del. C. ch. 1, Subchapter V. Stock and Dividends",
          "quote": "",
          "role": "negative_search_scope",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-4/7047096b3d77a54b32fec5a60ee978b6f7025655d8fc1d0985be67b6cf238a62.html",
          "source_sha256": "7047096b3d77a54b32fec5a60ee978b6f7025655d8fc1d0985be67b6cf238a62",
          "source_url": "https://delcode.delaware.gov/title8/c001/sc05/index.html"
        },
        {
          "pinpoint": "8 Del. C. ch. 1, Subchapter VI. Stock Transfers",
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          "pinpoint": "8 Del. C. § 265(a); Title 8, ch. 1, Subchapter IX page",
          "quote": "§ 265. Conversion of other entities to a domestic corporation [For application of this section, see 84 Del. Laws, c. 98, § 17]. […] (a) As used in this section, the term “other entity” means a limited liability company, statutory trust, business trust or association, real estate investment trust, common-law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)), or a foreign corporation.",
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          "pinpoint": "8 Del. C. § 391(i); Title 8, ch. 1, Subchapter XVIII page",
          "quote": "The Secretary of State shall not accept for filing any instrument authorized to be filed with the Secretary of State under this title in respect of any domestic corporation that is not in good standing or any foreign corporation that has ceased to be registered by reason of the neglect, refusal or failure to pay any such fee or tax, and shall not issue any certificate of good standing with respect to such domestic corporation or foreign corporation, unless and until such domestic corporation or foreign corporation shall have been restored to and have the status of a domestic corporation in good standing or a foreign corporation duly registered in this State.",
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      "display": "No corporation may be transferred out (ending its Delaware existence) or converted until all franchise taxes, including for the month the transaction takes effect, are paid and all franchise tax reports filed (§ 277).",
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      "pinpoint": "8 Del. C. § 277; delcode.delaware.gov Title 8, ch. 1, Subchapter X page",
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      "quote": "No corporation shall be dissolved, merged, transferred (without continuing its existence as a corporation of this State) or converted under this chapter until: (1) All franchise taxes due to or assessable by the State including all franchise taxes due or which would be due or assessable for the entire calendar month during which such dissolution, merger, transfer or conversion becomes effective have been paid by the corporation; and (2) All annual franchise tax reports including a final annual franchise tax report for the year in which such dissolution, merger, transfer or conversion becomes effective have been filed by the corporation; notwithstanding the foregoing, if the Secretary of State certifies that an instrument to effect a dissolution, merger, transfer or conversion has been filed in the Secretary of State’s office, such corporation shall be dissolved, merged, transferred or converted at the effective time of such instrument.",
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      "display": "Conversion is approved as the LLC agreement specifies, else as it specifies for mergers, else by members owning over 50% of profits interests (§ 18-216(b)); an inbound converting entity approves under its own documents or law (§ 18-214(h)).",
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      "quote": "(b) If the limited liability company agreement specifies the manner of authorizing a conversion of the limited liability company, the conversion shall be authorized as specified in the limited liability company agreement. If the limited liability company agreement does not specify the manner of authorizing a conversion of the limited liability company and does not prohibit a conversion of the limited liability company, the conversion shall be authorized in the same manner as is specified in the limited liability company agreement for authorizing a merger or consolidation that involves the limited liability company as a constituent party to the merger or consolidation. If the limited liability company agreement does not specify the manner of authorizing a conversion of the limited liability company or a merger or consolidation that involves the limited liability company as a constituent party and does not prohibit a conversion of the limited liability company, the conversion shall be authorized by the approval by members who own more than 50 percent of the then current percentage or other interest in the profits of the domestic limited liability company owned by all of the members. Unless otherwise provided in a limited liability company agreement, a limited liability company whose original certificate of formation was filed with the Secretary of State and effective on or prior to July 31, 2015, shall continue to be governed by the third sentence of this subsection as in effect on July 31, 2015.",
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      "display": "After a domestic LLC converts, it is the same entity and its existence continues, property and debts stay vested and attached, prior liabilities are unaffected, and unless otherwise agreed no winding up is required (§ 18-216(c), (g), (h)).",
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      "quote": "(c) Unless otherwise agreed, the conversion of a domestic limited liability company to another entity or business form pursuant to this section shall not require such limited liability company to wind up its affairs under § 18-803 of this title or pay its liabilities and distribute its assets under § 18-804 of this title, and the conversion shall not constitute a dissolution of such limited liability company. When a limited liability company has converted to another entity or business form pursuant to this section, for all purposes of the laws of the State of Delaware, the other entity or business form shall be deemed to be the same entity as the converting limited liability company and the conversion shall constitute a continuation of the existence of the limited liability company in the form of such other entity or business form. […] (g) The conversion of a limited liability company out of the State of Delaware in accordance with this section and the resulting cessation of its existence as a limited liability company of the State of Delaware pursuant to a certificate of conversion to non-Delaware entity shall not be deemed to affect any obligations or liabilities of the limited liability company incurred prior to such conversion or the personal liability of any person incurred prior to such conversion, nor shall it be deemed to affect the choice of law applicable to the limited liability company with respect to matters arising prior to such conversion. […] (h) When any conversion shall have become effective under this section, for all purposes of the laws of the State of Delaware, all of the rights, privileges and powers of the limited liability company that has converted, and all property, real, personal and mixed, and all debts due to such limited liability company, as well as all other things and causes of action belonging to such limited liability company, shall remain vested in the other entity or business form to which such limited liability company has converted and shall be the property of such other entity or business form, and the title to any real property vested by deed or otherwise in such limited liability company shall not revert or be in any way impaired by reason of this chapter; but all rights of creditors and all liens upon any property of such limited liability company shall be preserved unimpaired, and all debts, liabilities and duties of the limited liability company that has converted shall remain attached to the other entity or business form to which such limited liability company has converted, and may be enforced against it to the same extent as if said debts, liabilities and duties had originally been incurred or contracted by it in its capacity as such other entity or business form. The rights, privileges, powers and interests in property of the limited liability company that has converted, as well as the debts, liabilities and duties of such limited liability company, shall not be deemed, as a consequence of the conversion, to have been transferred to the other entity or business form to which such limited liability company has converted for any purpose of the laws of the State of Delaware.",
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      "claim_type": "primary",
      "display": "Authorized: any 'other entity' in § 18-214(a), including a foreign LLC, may convert to a domestic LLC after approval under its governing documents or applicable law and filing a certificate of conversion with a certificate of formation.",
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      "quote": "§ 18-214. Conversion of certain entities to a limited liability company. […] (b) Any other entity may convert to a domestic limited liability company by complying with subsection (h) of this section and filing in the office of the Secretary of State in accordance with § 18-206 of this title: (1) A certificate of conversion to limited liability company that has been executed in accordance with § 18-204 of this title; and (2) A certificate of formation that complies with § 18-201 of this title and has been executed by 1 or more authorized persons in accordance with § 18-204 of this title.",
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      "additional_sources": [
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          "pinpoint": "6 Del. C. § 18-1107(c); Title 6, ch. 18, Subchapter XI page",
          "quote": "If the existence of a domestic limited liability company or a registered series, or the registration of a foreign limited liability company, will cease by the filing of a certificate under this chapter, the full amount of the annual tax for the calendar year in which the certificate becomes effective is due and payable before the filing of the certificate.",
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      "display": "Authorized: a domestic LLC may convert to any listed entity type or a foreign LLC on § 18-216(b) approval, filing a certificate of conversion to non-Delaware entity for a non-Delaware result; the LLC agreement may deny the power.",
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      "quote": "§ 18-216. Approval of conversion of a limited liability company. (a) Upon compliance with this section, a domestic limited liability company may convert to a corporation, a statutory trust, a business trust, an association, a real estate investment trust, a common-law trust or any other incorporated or unincorporated business or entity, including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)) or a foreign limited liability company.",
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          "pinpoint": "6 Del. C. § 18-101(19); Title 6, ch. 18, Subchapter I page",
          "quote": "(19) “State” means the District of Columbia or the Commonwealth of Puerto Rico or any state, territory, possession or other jurisdiction of the United States other than the State of Delaware.",
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          "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/4df2855bf68a9b6f18439099daacd5d1ae51f8751fe12030ec12369655c3daa7.html",
          "source_sha256": "4df2855bf68a9b6f18439099daacd5d1ae51f8751fe12030ec12369655c3daa7",
          "source_url": "https://delcode.delaware.gov/title6/c018/sc01/index.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conditional: § 18-212 domestication is limited to non-US entities (a foreign LLC qualifies only if not formed under the law of a US jurisdiction); a foreign LLC formed in the US converts in under § 18-214 instead.",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. § 18-212(b); delcode.delaware.gov Title 6, ch. 18, Subchapter II page, section heading \"§ 18-212\"",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 18-212. Domestication of non-United States entities. […] (b) Any non-United States entity may become domesticated as a limited liability company in the State of Delaware by complying with subsection (g) of this section and filing in the office of the Secretary of State in accordance with § 18-206 of this title: (1) A certificate of limited liability company domestication that has been executed in accordance with § 18-204 of this title; and (2) A certificate of formation that complies with § 18-201 of this title and has been executed by 1 or more authorized persons in accordance with § 18-204 of this title.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/7498ac2a59a96d6df45fd9a9d96477b5e35606c2e12c507b274c4646803a4c01.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7498ac2a59a96d6df45fd9a9d96477b5e35606c2e12c507b274c4646803a4c01",
      "source_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "6 Del. C. § 18-101(19); Title 6, ch. 18, Subchapter I page",
          "quote": "(19) “State” means the District of Columbia or the Commonwealth of Puerto Rico or any state, territory, possession or other jurisdiction of the United States other than the State of Delaware.",
          "role": "supporting_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/4df2855bf68a9b6f18439099daacd5d1ae51f8751fe12030ec12369655c3daa7.html",
          "source_sha256": "4df2855bf68a9b6f18439099daacd5d1ae51f8751fe12030ec12369655c3daa7",
          "source_url": "https://delcode.delaware.gov/title6/c018/sc01/index.html"
        },
        {
          "pinpoint": "6 Del. C. § 18-1107(c); Title 6, ch. 18, Subchapter XI page",
          "quote": "If the existence of a domestic limited liability company or a registered series, or the registration of a foreign limited liability company, will cease by the filing of a certificate under this chapter, the full amount of the annual tax for the calendar year in which the certificate becomes effective is due and payable before the filing of the certificate.",
          "role": "supporting_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/fe394ea173e7904410b1ccbb80213561cd958e38e31c2f15c9da42d874342ecd.html",
          "source_sha256": "fe394ea173e7904410b1ccbb80213561cd958e38e31c2f15c9da42d874342ecd",
          "source_url": "https://delcode.delaware.gov/title6/c018/sc11/index.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conditional: § 18-213 transfer, domestication or continuance is limited to non-US jurisdictions ('other than any state', § 18-101(19)); a US move is a § 18-216(a) conversion to a foreign LLC; the LLC agreement may deny either power.",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. § 18-213(a); delcode.delaware.gov Title 6, ch. 18, Subchapter II page, section heading \"§ 18-213\"",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 18-213. Transfer or continuance of domestic limited liability companies. (a) Upon compliance with this section, any limited liability company may transfer to or domesticate or continue in any jurisdiction, other than any state, and, in connection therewith, may elect to continue its existence as a limited liability company in the State of Delaware.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/7498ac2a59a96d6df45fd9a9d96477b5e35606c2e12c507b274c4646803a4c01.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7498ac2a59a96d6df45fd9a9d96477b5e35606c2e12c507b274c4646803a4c01",
      "source_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Eligible to convert into a domestic LLC: corporations, statutory, business and common-law trusts, associations, REITs, general and limited partnerships (incl. LLPs, LLLPs), any other entity, and foreign LLCs (§ 18-214(a)).",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. § 18-214(a); delcode.delaware.gov Title 6, ch. 18, Subchapter II page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) As used in this section and in § 18-204 of this title, the term “other entity” means a corporation, a statutory trust, a business trust, an association, a real estate investment trust, a common-law trust or any other incorporated or unincorporated business or entity, including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)) or a foreign limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/7498ac2a59a96d6df45fd9a9d96477b5e35606c2e12c507b274c4646803a4c01.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7498ac2a59a96d6df45fd9a9d96477b5e35606c2e12c507b274c4646803a4c01",
      "source_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic LLC may convert to a corporation, statutory, business or common-law trust, association, REIT, general or limited partnership (incl. LLP, LLLP), any other entity, or a foreign LLC (§ 18-216(a)).",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. § 18-216(a); delcode.delaware.gov Title 6, ch. 18, Subchapter II page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Upon compliance with this section, a domestic limited liability company may convert to a corporation, a statutory trust, a business trust, an association, a real estate investment trust, a common-law trust or any other incorporated or unincorporated business or entity, including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)) or a foreign limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/7498ac2a59a96d6df45fd9a9d96477b5e35606c2e12c507b274c4646803a4c01.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7498ac2a59a96d6df45fd9a9d96477b5e35606c2e12c507b274c4646803a4c01",
      "source_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Filing fees for LLC domestication, transfer and conversion certificates and the accompanying certificate of formation are set in 6 Del. C. § 18-1105(a)(3); optional expedited-service charges are in § 18-1105(b).",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. § 18-1105(a)(3); delcode.delaware.gov Title 6, ch. 18, Subchapter XI page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "No document required to be filed under this chapter shall be effective until the applicable fee required by this section is paid. […] upon the receipt for filing of a certificate of limited liability company domestication under § 18-212 of this title, a certificate of transfer or a certificate of transfer and domestic continuance under § 18-213 of this title, a certificate of conversion to limited liability company under § 18-214 of this title, a certificate of conversion to a non-Delaware entity under § 18-216 of this title",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/fe394ea173e7904410b1ccbb80213561cd958e38e31c2f15c9da42d874342ecd.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fe394ea173e7904410b1ccbb80213561cd958e38e31c2f15c9da42d874342ecd",
      "source_url": "https://delcode.delaware.gov/title6/c018/sc11/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Inbound: certificate of conversion to limited liability company or certificate of LLC domestication, each filed with a certificate of formation; outbound: certificate of conversion to non-Delaware entity or certificate of transfer.",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. §§ 18-212(b), 18-213(b), 18-214(b), 18-216(e); delcode.delaware.gov Title 6, ch. 18, Subchapter II page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A certificate of conversion to limited liability company that has been executed in accordance with § 18-204 of this title; and […] (2) A certificate of formation that complies with § 18-201 of this title and has been executed by 1 or more authorized persons in accordance with § 18-204 of this title. […] (1) A certificate of limited liability company domestication that has been executed in accordance with § 18-204 of this title; and […] a certificate of transfer if the limited liability company’s existence as a limited liability company of the State of Delaware is to cease, or a certificate of transfer and domestic continuance if the limited liability company’s existence as a limited liability company in the State of Delaware is to continue, executed in accordance with § 18-204 of this title, shall be filed in the office of the Secretary of State in accordance with 18-206 of this title. […] (e) If a limited liability company shall convert in accordance with this section to another entity or business form organized, formed or created under the laws of a jurisdiction other than the State of Delaware, a certificate of conversion to non-Delaware entity executed in accordance with § 18-204 of this title, shall be filed in the office of the Secretary of State in accordance with § 18-206 of this title.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/7498ac2a59a96d6df45fd9a9d96477b5e35606c2e12c507b274c4646803a4c01.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7498ac2a59a96d6df45fd9a9d96477b5e35606c2e12c507b274c4646803a4c01",
      "source_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No provision of the LLC Act, including its conversion, domestication and transfer sections, requires that the other jurisdiction's law permit the transaction (complete search of 6 Del. C. ch. 18).",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/7498ac2a59a96d6df45fd9a9d96477b5e35606c2e12c507b274c4646803a4c01.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7498ac2a59a96d6df45fd9a9d96477b5e35606c2e12c507b274c4646803a4c01",
      "source_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The LLC Act uses 'domestication' for non-US entities entering (§ 18-212), 'transfer', 'domestication' or 'continuance' for leaving to a non-US jurisdiction (§ 18-213), and 'conversion' for a foreign LLC (§§ 18-214, 18-216).",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. §§ 18-212, 18-213; delcode.delaware.gov Title 6, ch. 18, Subchapter II page, section headings",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 18-212. Domestication of non-United States entities. […] § 18-213. Transfer or continuance of domestic limited liability companies. […] a certificate of transfer if the limited liability company’s existence as a limited liability company of the State of Delaware is to cease, or a certificate of transfer and domestic continuance if the limited liability company’s existence as a limited liability company in the State of Delaware is to continue",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/7498ac2a59a96d6df45fd9a9d96477b5e35606c2e12c507b274c4646803a4c01.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7498ac2a59a96d6df45fd9a9d96477b5e35606c2e12c507b274c4646803a4c01",
      "source_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.llc.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "6 Del. C. §§ 18-213(c), 18-216(f); Title 6, ch. 18, Subchapter II page",
          "quote": "(c) Upon the filing in the office of the Secretary of State of the certificate of transfer or upon the future effective date or time of the certificate of transfer and payment to the Secretary of State of all fees prescribed in this chapter, the limited liability company shall cease to exist as a limited liability company of the State of Delaware. […] (f) Upon the filing in the office of the Secretary of State of the certificate of conversion to non-Delaware entity or upon the future effective date or time of the certificate of conversion to non-Delaware entity and payment to the Secretary of State of all fees prescribed in this chapter, the limited liability company shall cease to exist as a limited liability company of the State of Delaware.",
          "role": "supporting_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/7498ac2a59a96d6df45fd9a9d96477b5e35606c2e12c507b274c4646803a4c01.html",
          "source_sha256": "7498ac2a59a96d6df45fd9a9d96477b5e35606c2e12c507b274c4646803a4c01",
          "source_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The full current-year annual tax is due before filing an LLC Act certificate ending the LLC's Delaware existence; with narrow exceptions no certificate is accepted while an annual tax is unpaid (§ 18-1107(c), (k)).",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. § 18-1107(c), (k); delcode.delaware.gov Title 6, ch. 18, Subchapter XI page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "If the existence of a domestic limited liability company or a registered series, or the registration of a foreign limited liability company, will cease by the filing of a certificate under this chapter, the full amount of the annual tax for the calendar year in which the certificate becomes effective is due and payable before the filing of the certificate. […] The Secretary of State shall not accept for filing any certificate (except a certificate of resignation of a registered agent when a successor registered agent is not being appointed and certificates of amendment of certificate of division as required by § 18-217(h)(6) of this title) required or permitted by this chapter to be filed in respect of any domestic limited liability company, registered series or foreign limited liability company if such domestic limited liability company, registered series or foreign limited liability company has neglected, refused or failed to pay an annual tax, and shall not issue any certificate of good standing with respect to such domestic limited liability company, registered series or foreign limited liability company, unless or until such domestic limited liability company, registered series or foreign limited liability company shall have been restored to and have the status of a domestic limited liability company or registered series in good standing or a foreign limited liability company duly registered in the State of Delaware.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/fe394ea173e7904410b1ccbb80213561cd958e38e31c2f15c9da42d874342ecd.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fe394ea173e7904410b1ccbb80213561cd958e38e31c2f15c9da42d874342ecd",
      "source_url": "https://delcode.delaware.gov/title6/c018/sc11/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion is approved as the partnership agreement specifies, else as it specifies for mergers, else by all general partners and limited partners owning over 50% of LP profits interests (§ 17-219(b)); see § 17-217(h) for inbound.",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. § 17-219(b); delcode.delaware.gov Title 6, ch. 17, Subchapter II page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) If the partnership agreement specifies the manner of authorizing a conversion of the limited partnership, the conversion shall be authorized as specified in the partnership agreement. If the partnership agreement does not specify the manner of authorizing a conversion of the limited partnership and does not prohibit a conversion of the limited partnership, the conversion shall be authorized in the same manner as is specified in the partnership agreement for authorizing a merger or consolidation that involves the limited partnership as a constituent party to the merger or consolidation. If the partnership agreement does not specify the manner of authorizing a conversion of the limited partnership or a merger or consolidation that involves the limited partnership as a constituent party and does not prohibit a conversion of the limited partnership, the conversion shall be authorized by the approval (1) by all general partners, and (2) by limited partners who own more than 50 percent of the then current percentage or other interest in the profits of the domestic limited partnership owned by all of the limited partners. Unless otherwise provided in a partnership agreement, a limited partnership whose original certificate of limited partnership was filed with the Secretary of State and effective on or prior to July 31, 2015, shall continue to be governed by clause (2) of this subsection as in effect on July 31, 2015.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124",
      "source_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "After a domestic LP converts, it is the same entity and its existence continues, property and debts stay vested and attached, prior liabilities are unaffected, and unless otherwise agreed no winding up is required (§ 17-219(c), (g), (h)).",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. § 17-219(c), (g), (h); delcode.delaware.gov Title 6, ch. 17, Subchapter II page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) Unless otherwise agreed, the conversion of a domestic limited partnership to another entity or business form pursuant to this section shall not require such limited partnership to wind up its affairs under § 17-803 of this title or pay its liabilities and distribute its assets under § 17-804 of this title, and the conversion shall not constitute a dissolution of such limited partnership. When a limited partnership has converted to another entity or business form pursuant to this section, for all purposes of the laws of the State of Delaware, the other entity or business form shall be deemed to be the same entity as the converting limited partnership and the conversion shall constitute a continuation of the existence of the limited partnership in the form of such other entity or business form. […] (g) The conversion of a limited partnership out of the State of Delaware in accordance with this section and the resulting cessation of its existence as a limited partnership of the State of Delaware pursuant to a certificate of conversion to non-Delaware entity shall not be deemed to affect any obligations or liabilities of the limited partnership incurred prior to such conversion or the personal liability of any person incurred prior to such conversion, nor shall it be deemed to affect the choice of law applicable to the limited partnership with respect to matters arising prior to such conversion. […] (h) When any conversion shall have become effective under this section, for all purposes of the laws of the State of Delaware, all of the rights, privileges and powers of the limited partnership that has converted, and all property, real, personal and mixed, and all debts due to such limited partnership, as well as all other things and causes of action belonging to such limited partnership, shall remain vested in the other entity or business form to which such limited partnership has converted and shall be the property of such other entity or business form, and the title to any real property vested by deed or otherwise in such limited partnership shall not revert or be in any way impaired by reason of this chapter; but all rights of creditors and all liens upon any property of such limited partnership shall be preserved unimpaired, and all debts, liabilities and duties of the limited partnership that has converted shall remain attached to the other entity or business form to which such limited partnership has converted, and may be enforced against it to the same extent as if said debts, liabilities and duties had originally been incurred or contracted by it in its capacity as such other entity or business form. The rights, privileges, powers and interests in property of the limited partnership that has converted, as well as the debts, liabilities and duties of such limited partnership, shall not be deemed, as a consequence of the conversion, to have been transferred to the other entity or business form to which such limited partnership has converted for any purpose of the laws of the State of Delaware.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124",
      "source_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Authorized: an 'other entity' in § 17-217(a), including a foreign LP, may convert to a domestic LP after approval under its governing documents or law, including each person who will be a general partner, and the required filings.",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. § 17-217(b); delcode.delaware.gov Title 6, ch. 17, Subchapter II page, section heading \"§ 17-217\"",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 17-217. Conversion of certain entities to a limited partnership. […] (b) Any other entity may convert to a domestic limited partnership (including a limited liability limited partnership) by complying with subsection (h) of this section and filing in the office of the Secretary of State in accordance with § 17-206 of this title: (1) A certificate of conversion to limited partnership that has been executed in accordance with § 17-204 of this title; (2) A certificate of limited partnership that complies with § 17-201 of this title and has been executed in accordance with § 17-204 of this title; and (3) In the case of a conversion to a limited liability limited partnership, a statement of qualification in accordance with of § 15-1001(c) of this title.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124",
      "source_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "6 Del. C. § 17-1109(b); Title 6, ch. 17, Subchapter XI page",
          "quote": "If the existence of a domestic limited partnership or a registered series, or the registration of a foreign limited partnership, will cease by the filing of a certificate under this chapter, the full amount of the annual tax for the calendar year in which the certificate becomes effective is due and payable before the filing of the certificate.",
          "role": "supporting_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/a197a690cfd12cf88b979a15568f043e974ea4fd745fda14fbc6d5beef1eb8aa.html",
          "source_sha256": "a197a690cfd12cf88b979a15568f043e974ea4fd745fda14fbc6d5beef1eb8aa",
          "source_url": "https://delcode.delaware.gov/title6/c017/sc11/index.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Authorized: a domestic LP may convert to the listed types, a foreign LP or an LLC on § 17-219(b) approval, filing a certificate of conversion to non-Delaware entity for a non-Delaware result; the partnership agreement may deny the power.",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. § 17-219(a); delcode.delaware.gov Title 6, ch. 17, Subchapter II page, section heading \"§ 17-219\"",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 17-219. Approval of conversion of a limited partnership. (a) Upon compliance with this section, a domestic limited partnership may convert to a corporation, a statutory trust, a business trust, an association, a real estate investment trust, a common-law trust or any other incorporated or unincorporated business or entity, including a general partnership (including a limited liability partnership) or a foreign limited partnership (including a foreign limited liability limited partnership) or a limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124",
      "source_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "6 Del. C. § 17-101(21); Title 6, ch. 17, Subchapter I page",
          "quote": "(21) “State” means the District of Columbia or the Commonwealth of Puerto Rico or any state, territory, possession, or other jurisdiction of the United States other than the State of Delaware.",
          "role": "supporting_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/a700823586866e20717f9f628f99c24c95f147069c8cd03810954f358f667c29.html",
          "source_sha256": "a700823586866e20717f9f628f99c24c95f147069c8cd03810954f358f667c29",
          "source_url": "https://delcode.delaware.gov/title6/c017/sc01/index.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conditional: § 17-215 domestication is limited to non-US entities (a foreign LP qualifies only if not formed under the law of a US jurisdiction); a foreign LP formed in the US converts in under § 17-217 instead.",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. § 17-215(b); delcode.delaware.gov Title 6, ch. 17, Subchapter II page, section heading \"§ 17-215\"",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 17-215. Domestication of non-United States entities. […] (b) Any non-United States entity may become domesticated as a limited partnership in the State of Delaware by complying with subsection (g) of this section and filing in the office of the Secretary of State in accordance with § 17-206 of this title: (1) A certificate of limited partnership domestication that has been executed in accordance with § 17-204 of this title; and (2) A certificate of limited partnership that complies with § 17-201 of this title and has been executed in accordance with § 17-204 of this title.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124",
      "source_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "6 Del. C. § 17-101(21); Title 6, ch. 17, Subchapter I page",
          "quote": "(21) “State” means the District of Columbia or the Commonwealth of Puerto Rico or any state, territory, possession, or other jurisdiction of the United States other than the State of Delaware.",
          "role": "supporting_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/a700823586866e20717f9f628f99c24c95f147069c8cd03810954f358f667c29.html",
          "source_sha256": "a700823586866e20717f9f628f99c24c95f147069c8cd03810954f358f667c29",
          "source_url": "https://delcode.delaware.gov/title6/c017/sc01/index.html"
        },
        {
          "pinpoint": "6 Del. C. § 17-1109(b); Title 6, ch. 17, Subchapter XI page",
          "quote": "If the existence of a domestic limited partnership or a registered series, or the registration of a foreign limited partnership, will cease by the filing of a certificate under this chapter, the full amount of the annual tax for the calendar year in which the certificate becomes effective is due and payable before the filing of the certificate.",
          "role": "supporting_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/a197a690cfd12cf88b979a15568f043e974ea4fd745fda14fbc6d5beef1eb8aa.html",
          "source_sha256": "a197a690cfd12cf88b979a15568f043e974ea4fd745fda14fbc6d5beef1eb8aa",
          "source_url": "https://delcode.delaware.gov/title6/c017/sc11/index.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conditional: § 17-216 transfer, domestication or continuance is limited to non-US jurisdictions ('other than any state', § 17-101(21)); a US move is a § 17-219(a) conversion to a foreign LP; the agreement may deny either power.",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. § 17-216(a); delcode.delaware.gov Title 6, ch. 17, Subchapter II page, section heading \"§ 17-216\"",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 17-216. Transfer or continuance of domestic limited partnerships. (a) Upon compliance with the provisions of this section, any limited partnership may transfer to or domesticate or continue in any jurisdiction, other than any state, and, in connection therewith, may elect to continue its existence as a limited partnership in the State of Delaware.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124",
      "source_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Eligible to convert into a domestic LP: corporations, statutory, business and common-law trusts, associations, REITs, any other entity, general partnerships (incl. LLPs), foreign LPs (incl. LLLPs) and LLCs (§ 17-217(a)).",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. § 17-217(a); delcode.delaware.gov Title 6, ch. 17, Subchapter II page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) As used in this section and in § 17-204 of this title, the term “other entity” means a corporation, a statutory trust, a business trust, an association, a real estate investment trust, a common-law trust, or any other incorporated or unincorporated business or entity, including a general partnership (including a limited liability partnership) or a foreign limited partnership (including a foreign limited liability limited partnership) or a limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124",
      "source_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic LP may convert to a corporation, statutory, business or common-law trust, association, REIT, any other entity, general partnership (incl. LLP), foreign LP (incl. LLLP) or LLC (§ 17-219(a)).",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. § 17-219(a); delcode.delaware.gov Title 6, ch. 17, Subchapter II page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Upon compliance with this section, a domestic limited partnership may convert to a corporation, a statutory trust, a business trust, an association, a real estate investment trust, a common-law trust or any other incorporated or unincorporated business or entity, including a general partnership (including a limited liability partnership) or a foreign limited partnership (including a foreign limited liability limited partnership) or a limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124",
      "source_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Filing fees for LP domestication, transfer and conversion certificates and the certificate of limited partnership are set in 6 Del. C. § 17-1107(a)(3); optional expedited-service charges are in § 17-1107(b).",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. § 17-1107(a)(3); delcode.delaware.gov Title 6, ch. 17, Subchapter XI page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "No document required to be filed under this chapter shall be effective until the applicable fee required by this section is paid. […] Upon the receipt for filing of a certificate of limited partnership domestication under § 17-215 of this title, a certificate of transfer or a certificate of transfer and domestic continuance under § 17-216 of this title, a certificate of conversion to limited partnership under § 17-217 of this title, a certificate of conversion to a non-Delaware entity under § 17-219 of this title, a certificate of limited partnership under § 17-201 of this title",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/a197a690cfd12cf88b979a15568f043e974ea4fd745fda14fbc6d5beef1eb8aa.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a197a690cfd12cf88b979a15568f043e974ea4fd745fda14fbc6d5beef1eb8aa",
      "source_url": "https://delcode.delaware.gov/title6/c017/sc11/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "In: certificate of conversion to limited partnership or of LP domestication, each with a certificate of limited partnership (plus statement of qualification for an LLLP); out: certificate of conversion to non-Delaware entity or of transfer.",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. §§ 17-215(b), 17-216(b), 17-217(b), 17-219(e); delcode.delaware.gov Title 6, ch. 17, Subchapter II page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A certificate of conversion to limited partnership that has been executed in accordance with § 17-204 of this title; […] (2) A certificate of limited partnership that complies with § 17-201 of this title and has been executed in accordance with § 17-204 of this title; and […] (3) In the case of a conversion to a limited liability limited partnership, a statement of qualification in accordance with of § 15-1001(c) of this title. […] (1) A certificate of limited partnership domestication that has been executed in accordance with § 17-204 of this title; and […] a certificate of transfer if the limited partnership’s existence as a limited partnership of the State of Delaware is to cease or a certificate of transfer and domestic continuance if the limited partnership’s existence as a limited partnership in the State of Delaware is to continue, executed in accordance with § 17-204 of this title, shall be filed in the office of the Secretary of State in accordance with 17-206 of this title. […] (e) If a limited partnership shall convert in accordance with this section to another entity or business form organized, formed or created under the laws of a jurisdiction other than the State of Delaware, a certificate of conversion to non-Delaware entity executed in accordance with § 17-204 of this title shall be filed in the office of the Secretary of State in accordance with § 17-206 of this title.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124",
      "source_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No provision of DRULPA, including its conversion, domestication and transfer sections, requires that the other jurisdiction's law permit the transaction (complete search of 6 Del. C. ch. 17).",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124",
      "source_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "DRULPA uses 'domestication' for non-US entities entering (§ 17-215), 'transfer', 'domestication' or 'continuance' for leaving to a non-US jurisdiction (§ 17-216), and 'conversion' for a foreign LP (§§ 17-217, 17-219).",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. §§ 17-215, 17-216; delcode.delaware.gov Title 6, ch. 17, Subchapter II page, section headings",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 17-215. Domestication of non-United States entities. […] § 17-216. Transfer or continuance of domestic limited partnerships. […] a certificate of transfer if the limited partnership’s existence as a limited partnership of the State of Delaware is to cease or a certificate of transfer and domestic continuance if the limited partnership’s existence as a limited partnership in the State of Delaware is to continue",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124",
      "source_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#DE.lp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "6 Del. C. §§ 17-216(c), 17-219(f); Title 6, ch. 17, Subchapter II page",
          "quote": "(c) Upon the filing in the office of the Secretary of State of the certificate of transfer or upon the future effective date or time of the certificate of transfer and payment to the Secretary of State of all fees prescribed in this chapter, the limited partnership shall cease to exist as a limited partnership of the State of Delaware. […] (f) Upon the filing in the office of the Secretary of State of the certificate of conversion to non-Delaware entity or upon the future effective date or time of the certificate of conversion to non-Delaware entity and payment to the Secretary of State of all fees prescribed in this chapter, the limited partnership shall cease to exist as a limited partnership of the State of Delaware.",
          "role": "supporting_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124.html",
          "source_sha256": "61f8c15510f99e66de78d5fd80e3bb00c668ed620b2794c45e63cf61081ce124",
          "source_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The full current-year annual tax is due before filing a DRULPA certificate ending the LP's Delaware existence; with narrow exceptions no certificate is accepted while an annual tax is unpaid (§ 17-1109(b), (j)).",
      "fetch_event_id": null,
      "pinpoint": "6 Del. C. § 17-1109(b), (j); delcode.delaware.gov Title 6, ch. 17, Subchapter XI page",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "If the existence of a domestic limited partnership or a registered series, or the registration of a foreign limited partnership, will cease by the filing of a certificate under this chapter, the full amount of the annual tax for the calendar year in which the certificate becomes effective is due and payable before the filing of the certificate. […] The Secretary of State shall not accept for filing any certificate (except a certificate of resignation of a registered agent when a successor registered agent is not being appointed and certificates of amendment of certificate of division as required by § 17-220(h)(5) of this title) required or permitted by this chapter to be filed in respect of any domestic limited partnership, registered series or foreign limited partnership if such domestic limited partnership, registered series or foreign limited partnership has neglected, refused or failed to pay an annual tax, and shall not issue any certificate of good standing with respect to such domestic limited partnership, registered series or foreign limited partnership, unless and until such domestic limited partnership, registered series or foreign limited partnership shall have been restored to and have the status of a domestic limited partnership or registered series in good standing or a foreign limited partnership duly registered in the State of Delaware.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/DE/snapshots/c50/a197a690cfd12cf88b979a15568f043e974ea4fd745fda14fbc6d5beef1eb8aa.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a197a690cfd12cf88b979a15568f043e974ea4fd745fda14fbc6d5beef1eb8aa",
      "source_url": "https://delcode.delaware.gov/title6/c017/sc11/index.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The board adopts the plan, then shareholders approve it by a majority of votes entitled to be cast (with a quorum), each class or series voting separately, unless a greater vote is required (ss. 607.11932, 607.11921).",
      "fetch_event_id": null,
      "pinpoint": "s. 607.11932(5), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 607 full-chapter page, section 607.11932 ('Action on a plan of conversion.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(5) Unless this chapter, the articles of incorporation, or the board of directors acting pursuant to subsection (3) require a greater vote or a greater quorum in the respective case, approval of the plan of conversion requires: (a) The approval of the shareholders at a meeting at which a quorum exists consisting of a majority of the votes entitled to be cast on the plan; and (b) The approval of each class or series of shares voting as a separate voting group at a meeting at which a quorum of the voting group exists consisting of a majority of the votes entitled to be cast on the plan by that voting group.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "After conversion or domestication the entity is deemed the same entity without interruption, property and liabilities remain with it, its name may be substituted in pending proceedings, and it is not dissolved (ss. 607.11935, 607.11924).",
      "fetch_event_id": null,
      "pinpoint": "s. 607.11935(1), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 607 full-chapter page, section 607.11935 ('Effect of conversion.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) When a conversion becomes effective: (a) All real property and other property owned by, including any interest therein and all title thereto, and every contract right possessed by, the converting eligible entity remain the property and contract rights of the converted eligible entity without transfer, reversion, or impairment; (b) All debts, obligations, and other liabilities of the converting eligible entity remain the debts, obligations, and other liabilities of the converted eligible entity; (c) The name of the converted eligible entity may be, but need not be, substituted for the name of the converting eligible entity in any pending action or proceeding; (d) If the converted eligible entity is a filing entity, a domestic corporation, or a domestic or foreign nonprofit corporation, its public organic record and its private organic rules become effective; (e) If the converted eligible entity is a nonfiling entity, its private organic rules become effective; (f) If the converted eligible entity is a limited liability partnership, the filing required to become a limited liability partnership and its private organic rules become effective; (g) The shares, obligations, eligible interests, and other securities (and the rights to acquire shares, obligations, eligible interests, or other securities) of the converting eligible entity are reclassified into shares, other securities, eligible interests, obligations, rights to acquire shares, other securities, or eligible interests, cash, other property, or any combination of the foregoing, in accordance with the terms of the conversion, and the shareholders or interest holders of the converting eligible entity are entitled only to the rights provided to them by those terms and to any rights they may have under s. 607.1302 or under the organic law of the converting eligible entity; and (h) The converted eligible entity is: 1. Deemed to be incorporated or organized under and subject to the organic law of the converted eligible entity; 2. Deemed to be the same entity without interruption as the converting eligible entity; and 3. Deemed to have been incorporated or otherwise organized on the date that the converting eligible entity was originally incorporated or organized.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic eligible entity may convert into a domestic corporation under its organic law, a foreign one only if its organic law permits; Florida-filed entities must be current in annual reports (ss. 607.11930(2)-(3), 607.1622(9)).",
      "fetch_event_id": null,
      "pinpoint": "s. 607.11930(2)-(3), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 607 full-chapter page, section 607.11930 ('Conversion.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) By complying with this section and ss. 607.11931-607.11935, as applicable, and applicable provisions of its organic law, a domestic eligible entity other than a domestic corporation may become a domestic corporation. (3) By complying with this section and ss. 607.11931-607.11935, as applicable, and by complying with the applicable provisions of its organic law, a foreign eligible entity may become a domestic corporation, but only if the organic law of the foreign eligible entity permits it to become a corporation in another jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic corporation may convert into a domestic eligible entity of another type, or into a foreign eligible entity if that organic law permits it; it must be current in annual reports (ss. 607.11930(1), 607.1622(10)).",
      "fetch_event_id": null,
      "pinpoint": "s. 607.11930(1), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 607 full-chapter page, section 607.11930 ('Conversion.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) By complying with this chapter, including adopting a plan of conversion in accordance with s. 607.11931 and complying with s. 607.11932, a domestic corporation may become: (a) A domestic eligible entity, other than a domestic corporation; (b) If the conversion is permitted by the organic law of the foreign eligible entity, a foreign eligible entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign corporation may become a domestic corporation if the domestication is permitted by its organic law, by filing articles of domestication with articles of incorporation attached (ss. 607.11920(1), 607.11922).",
      "fetch_event_id": null,
      "pinpoint": "s. 607.11920(1), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 607 full-chapter page, section 607.11920 ('Domestication.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) By complying with this section and ss. 607.11921-607.11924, as applicable, a foreign corporation may become a domestic corporation if the domestication is permitted by the organic law of the foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic corporation may become a foreign corporation under a plan of domestication if the foreign corporation's organic law permits it; it must be current in annual reports (ss. 607.11920(2), 607.1622(12)).",
      "fetch_event_id": null,
      "pinpoint": "s. 607.11920(2), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 607 full-chapter page, section 607.11920 ('Domestication.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) By complying with this section and ss. 607.11921-607.11924, as applicable, a domestic corporation may become a foreign corporation pursuant to a plan of domestication if the domestication is permitted by the organic law of the foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic eligible entity other than a domestic corporation, or a foreign eligible entity, may convert into a domestic corporation; “eligible entity” is defined in s. 607.01401(28) (s. 607.11930(2)-(3)).",
      "fetch_event_id": null,
      "pinpoint": "ss. 607.11930(2)-(3), 607.01401(28), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 607 full-chapter page, section 607.11930 ('Conversion.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) By complying with this section and ss. 607.11931-607.11935, as applicable, and applicable provisions of its organic law, a domestic eligible entity other than a domestic corporation may become a domestic corporation. (3) By complying with this section and ss. 607.11931-607.11935, as applicable, and by complying with the applicable provisions of its organic law, a foreign eligible entity may become a domestic corporation, but only if the organic law of the foreign eligible entity permits it to become a corporation in another jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic corporation may convert into a domestic eligible entity other than a domestic corporation, or into a foreign eligible entity; “eligible entity” is defined in s. 607.01401(28) (s. 607.11930(1)).",
      "fetch_event_id": null,
      "pinpoint": "ss. 607.11930(1), 607.01401(28), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 607 full-chapter page, section 607.11930 ('Conversion.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) By complying with this chapter, including adopting a plan of conversion in accordance with s. 607.11931 and complying with s. 607.11932, a domestic corporation may become: (a) A domestic eligible entity, other than a domestic corporation; (b) If the conversion is permitted by the organic law of the foreign eligible entity, a foreign eligible entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.corp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "Division of Corporations Fees page, 'Corporation Fees' table, 'Other Filings' row 'Certificate of Conversion'",
          "quote": "Corporation Fees […] Certificate of Conversion […] + new entity filing fees, if applicable",
          "role": "official_fee_schedule",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/f3795ef321a8aec20ceed25cca5351004094265d3b45e44b37abbcc91f71c04b.html",
          "source_sha256": "f3795ef321a8aec20ceed25cca5351004094265d3b45e44b37abbcc91f71c04b",
          "source_url": "https://dos.fl.gov/sunbiz/forms/fees/"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The fee for domesticating a foreign corporation is set in s. 607.0122(20); the corporation conversion fee is listed on the Division of Corporations fee schedule; s. 607.0122(24) is the residual fee line.",
      "fetch_event_id": null,
      "pinpoint": "s. 607.0122(20), (24), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 607 full-chapter page, section 607.0122 ('Fees for filing documents and issuing certificates.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Certificate of domestication of a foreign corporation",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion: plan of conversion and articles of conversion delivered to the Department of State; domestication: plan of domestication and articles of domestication delivered for filing (ss. 607.11933(3), 607.11922(4)).",
      "fetch_event_id": null,
      "pinpoint": "s. 607.11933(3), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 607 full-chapter page, section 607.11933 ('Articles of conversion; effectiveness.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(3) The articles of conversion shall be delivered to the department for filing, and shall take effect at the effective date determined in accordance with s. 607.0123.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversions to or from a foreign eligible entity, and domestications in either direction, require that the foreign entity's organic law permit the transaction (ss. 607.11930(1)(b), (3), 607.11920(1)-(2)).",
      "fetch_event_id": null,
      "pinpoint": "s. 607.11930(1)(b), (3); s. 607.11920(1)-(2), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 607 full-chapter page, section 607.11930 ('Conversion.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) If the conversion is permitted by the organic law of the foreign eligible entity, a foreign eligible entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The FBCA uses “domestication” (s. 607.01401(23)); s. 607.1101(7) also uses “redomestication” for insurer moves under ss. 628.520 and 628.525, which it deems mergers.",
      "fetch_event_id": null,
      "pinpoint": "s. 607.01401(23); s. 607.1101(7), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 607 full-chapter page, section 607.01401 ('Definitions.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(23) “Domestication” means a transaction pursuant to ss. 607.11920-607.11924.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversions, and a domestic corporation domesticating into another jurisdiction, require the corporation or entity to be active and current in its annual reports through Dec. 31 of the filing year (s. 607.1622(9), (10), (12)).",
      "fetch_event_id": null,
      "pinpoint": "s. 607.1622(9)-(12), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 607 full-chapter page, section 607.1622 ('Annual report for department.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(10) As a condition of a conversion of a domestic corporation to another type of entity under s. 607.11930, the domestic corporation converting to the other type of entity must be active and current in filing its annual reports in the records of the department through December 31 of the calendar year in which the articles of conversion are submitted to the department for filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c6549b2eb446b90068ea84fbf7cdd67ddb6e17a7c4c989b928444fe5343ea034",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A converting LLC's plan needs approval by a majority-in-interest of members entitled to vote, plus record approval of members who take on interest holder liability; other entities approve under their own law (ss. 605.1043, 605.1053).",
      "fetch_event_id": null,
      "pinpoint": "s. 605.1043(1), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 605 full-chapter page, section 605.1043 ('Approval of conversion.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A plan of conversion is not effective unless it has been approved: (a) If the converting entity is a domestic limited liability company, by a majority-in-interest of the members of such company who have a right to vote upon the conversion; and (b) In a record, by each member of a converting limited liability company which will have interest holder liability for debts, obligations, and other liabilities that arise after the conversion becomes effective, unless: 1. The organic rules of the company in a record provide for the approval of a conversion in which some or all of its members become subject to interest holder liability by the vote or consent of less than all of the members; and 2. The member consented in a record to or voted for that provision of the organic rules or became a member after the adoption of that provision.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/harvest/publication-requirement/snapshots/FL/FL/7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "On conversion into, or domestication as, a Florida LLC it is the same entity without interruption; property stays vested, liabilities continue, its name may be substituted in pending proceedings; no dissolution (ss. 605.1046, 605.1056).",
      "fetch_event_id": null,
      "pinpoint": "s. 605.1046(1), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 605 full-chapter page, section 605.1046 ('Effect of conversion.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) When a conversion in which the converted entity is a domestic limited liability company becomes effective: (a) The converted entity is: 1. Organized under and subject to this chapter; and 2. The same entity, without interruption, as the converting entity; (b) All property of the converting entity continues to be vested in the converted entity without transfer, reversion, or impairment; (c) All debts, obligations, and other liabilities of the converting entity continue as debts, obligations, and other liabilities of the converted entity; (d) Except as otherwise provided by law or the plan of conversion, all the rights, privileges, immunities, powers, and purposes of the converting entity remain in the converted entity; (e) The name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (f) The provisions of the organic rules of the converted entity which are to be in a record, if any, approved as part of the plan of conversion are effective; and (g) The interests or rights to acquire interests in the converting entity are converted, and the interest holders of the converting entity are entitled only to the rights provided to them under the plan of conversion and to any appraisal rights they have under ss. 605.1006 and 605.1061-605.1072 and the converting entity’s organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/harvest/publication-requirement/snapshots/FL/FL/7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic entity of another type, or a foreign entity, may convert into a domestic LLC if the law governing it authorizes it; Florida-filed converting entities must be current in annual reports (ss. 605.1041(2)-(3), 605.0212(9)).",
      "fetch_event_id": null,
      "pinpoint": "s. 605.1041(2)-(3), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 605 full-chapter page, section 605.1041 ('Conversion authorized.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) By complying with the provisions of this section and ss. 605.1042-605.1046, which are applicable to a domestic entity that is not a domestic limited liability company, the domestic entity may become a domestic limited liability company if the conversion is authorized by the law governing the domestic entity. (3) By complying with the provisions of this section and ss. 605.1042-605.1046 which are applicable to foreign entities, a foreign entity may become a domestic limited liability company if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/harvest/publication-requirement/snapshots/FL/FL/7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic LLC may convert into a domestic entity of another type, or into a foreign entity if that jurisdiction allows it; it must be current in annual reports, and a series LLC may not convert (ss. 605.1041, 605.0212, 605.2603).",
      "fetch_event_id": null,
      "pinpoint": "s. 605.1041(1), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 605 full-chapter page, section 605.1041 ('Conversion authorized.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) By complying with the provisions of this section and ss. 605.1042-605.1046, a domestic limited liability company may become: (a) A domestic entity that is a different type of entity; or (b) A foreign entity that is a limited liability company or a different type of entity, if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/harvest/publication-requirement/snapshots/FL/FL/7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign entity may become a domestic LLC by conversion if its home law authorizes it (s. 605.1041(3)); a non-United States entity may domesticate if its organic law authorizes it (s. 605.1051); series LLCs are barred (s. 605.2603).",
      "fetch_event_id": null,
      "pinpoint": "ss. 605.1041(3), 605.1051, Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 605 full-chapter page, section 605.1051 ('Domestication authorized.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with this section and ss. 605.1052-605.1056, a non-United States entity may become a domestic limited liability company if the domestication is authorized under the organic law of the non-United States entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/harvest/publication-requirement/snapshots/FL/FL/7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The domestication sections (ss. 605.1051-605.1056) cover only entities becoming Florida LLCs; s. 605.1041(1)(b) lets a domestic LLC convert into a foreign LLC if that jurisdiction authorizes it; series LLCs are barred (s. 605.2603).",
      "fetch_event_id": null,
      "pinpoint": "s. 605.1041(1)(b), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 605 full-chapter page, section 605.1041 ('Conversion authorized.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) By complying with the provisions of this section and ss. 605.1042-605.1046, a domestic limited liability company may become: […] (b) A foreign entity that is a limited liability company or a different type of entity, if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/harvest/publication-requirement/snapshots/FL/FL/7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic entity other than a domestic LLC, or any foreign entity, may convert into a domestic LLC; “entity” lists corporations, nonprofits, partnerships, LPs, LLCs, REITs and other organic-law entities (ss. 605.1041, 605.0102(23)).",
      "fetch_event_id": null,
      "pinpoint": "ss. 605.1041(2)-(3), 605.0102(23), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 605 full-chapter page, section 605.1041 ('Conversion authorized.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) By complying with the provisions of this section and ss. 605.1042-605.1046, which are applicable to a domestic entity that is not a domestic limited liability company, the domestic entity may become a domestic limited liability company if the conversion is authorized by the law governing the domestic entity. (3) By complying with the provisions of this section and ss. 605.1042-605.1046 which are applicable to foreign entities, a foreign entity may become a domestic limited liability company if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/harvest/publication-requirement/snapshots/FL/FL/7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic LLC may convert into a domestic entity of a different type, or into a foreign entity that is an LLC or another type; “entity” is defined in s. 605.0102(23) (s. 605.1041(1)).",
      "fetch_event_id": null,
      "pinpoint": "ss. 605.1041(1), 605.0102(23), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 605 full-chapter page, section 605.1041 ('Conversion authorized.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) By complying with the provisions of this section and ss. 605.1042-605.1046, a domestic limited liability company may become: (a) A domestic entity that is a different type of entity; or (b) A foreign entity that is a limited liability company or a different type of entity, if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/harvest/publication-requirement/snapshots/FL/FL/7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.llc.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "Division of Corporations Fees page, 'Limited Liability Company Fees' table, 'Other Filings' row 'Certificate of Conversion'",
          "quote": "Limited Liability Company Fees […] Certificate of Conversion […] + new entity filing fee, if applicable",
          "role": "official_fee_schedule",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/f3795ef321a8aec20ceed25cca5351004094265d3b45e44b37abbcc91f71c04b.html",
          "source_sha256": "f3795ef321a8aec20ceed25cca5351004094265d3b45e44b37abbcc91f71c04b",
          "source_url": "https://dos.fl.gov/sunbiz/forms/fees/"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The LLC conversion filing fee is set in s. 605.0213(10) and listed on the Division of Corporations fee schedule; no fee line names articles of domestication (s. 605.0213(11) covers any other LLC document).",
      "fetch_event_id": null,
      "pinpoint": "s. 605.0213(10)-(11), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 605 full-chapter page, section 605.0213 ('Fees of the department.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "For filing a certificate of conversion of a limited liability company",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/harvest/publication-requirement/snapshots/FL/FL/7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion: plan of conversion, then articles of conversion delivered to the Department of State; domestication: plan of domestication and articles of domestication with a certificate of status, if any (ss. 605.1045, 605.1055).",
      "fetch_event_id": null,
      "pinpoint": "s. 605.1045(1), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 605 full-chapter page, section 605.1045 ('Articles of conversion.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) After a plan of conversion is approved, articles of conversion signed by the converting entity must be delivered to the department for filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/harvest/publication-requirement/snapshots/FL/FL/7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion into or from a foreign entity, and domestication of a non-United States entity, must be authorized by the law of that entity's jurisdiction of formation (ss. 605.1041(1)(b), (3), 605.1051).",
      "fetch_event_id": null,
      "pinpoint": "s. 605.1041(1)(b), (3); s. 605.1051, Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 605 full-chapter page, section 605.1041 ('Conversion authorized.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) A foreign entity that is a limited liability company or a different type of entity, if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/harvest/publication-requirement/snapshots/FL/FL/7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Ch. 605 uses “domestication”: a transaction under ss. 605.1051-605.1056 in which a non-United States entity becomes a domestic LLC (s. 605.0102(21)-(22)).",
      "fetch_event_id": null,
      "pinpoint": "s. 605.0102(21)-(22), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 605 full-chapter page, section 605.0102 ('Definitions.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(22) “Domestication” means a transaction authorized under ss. 605.1051-605.1056.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/harvest/publication-requirement/snapshots/FL/FL/7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversions require the entity to be active and current in its annual reports through Dec. 31 of the filing year; articles of domestication need a home-jurisdiction certificate of status, if any (ss. 605.0212(9)-(10), 605.1055(3)).",
      "fetch_event_id": null,
      "pinpoint": "s. 605.0212(9)-(10), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 605 full-chapter page, section 605.0212 ('Annual report for department.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(10) As a condition of a conversion of a limited liability company to another type of entity under s. 605.1041, the limited liability company converting to the other type of entity must be active and current in filing its annual reports in the records of the department through December 31 of the calendar year in which the articles of conversion are submitted to the department for filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/harvest/publication-requirement/snapshots/FL/FL/7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7532cd0743caa9540ff94aa18400d6269fed1df0f2683b023be42ddb360ce702",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A plan of conversion needs consent of all general partners and of limited partners owning a majority of distribution rights (per class, if several), in a record; partners taking on personal liability must consent (ss. 620.2103, 620.2110).",
      "fetch_event_id": null,
      "pinpoint": "s. 620.2103(1), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 620 full-chapter page, section 620.2103 ('Action on plan of conversion by converting limited partnership.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A plan of conversion must be consented to by all of the general partners of a converting limited partnership. Subject to s. 620.2110, the plan of conversion must also be consented to by those limited partners who own a majority of the rights to receive distributions as limited partners at the time the consent is effective, provided, if there is more than one class or group of limited partners, the plan of conversion must be consented to by those limited partners in each class or group which owns a majority of the rights to receive distributions as limited partners in that class or group at the time the consent is effective. The consents required by this subsection must be in, or evidenced by, a record.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A converted organization is for all purposes the same entity; property remains vested, obligations continue, pending actions may continue, and a converting LP is not dissolved unless otherwise agreed (s. 620.2105(1)-(2)).",
      "fetch_event_id": null,
      "pinpoint": "s. 620.2105(1)-(2), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 620 full-chapter page, section 620.2105 ('Effect of conversion.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) An organization that has been converted pursuant to this act is for all purposes the same entity that existed before the conversion. (2) When a conversion takes effect: (a) Title to all real and other property, or any interest in such property, owned by the converting organization at the time of its conversion remains vested in the converted organization without reversion or impairment under this act. (b) All debts, liabilities, and other obligations of the converting organization continue as obligations of the converted organization. (c) An action or proceeding pending by or against the converting organization may be continued as if the conversion had not occurred. (d) Except as prohibited by other law, all of the rights, privileges, immunities, powers, and purposes of the converting organization remain vested in the converted organization. (e) Except as otherwise provided in the plan of conversion, the terms and conditions of the plan of conversion take effect. (f) Except as otherwise agreed, the conversion does not dissolve a converting limited partnership for the purposes of ss. 620.1801-620.1813.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An organization other than a limited partnership may convert into a domestic LP if its governing law authorizes the conversion, the enacting jurisdiction permits it and it complies with that law (s. 620.2102(1)).",
      "fetch_event_id": null,
      "pinpoint": "s. 620.2102(1), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 620 full-chapter page, section 620.2102 ('Conversion.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization, other than an organization which is also a domestic limited partnership governed by this act, pursuant to this section and ss. 620.2103-620.2105 and a plan of conversion, if: (a) The other organization’s governing law authorizes the conversion. (b) The conversion is permitted by the law of the jurisdiction that enacted the governing law. (c) The other organization complies with its governing law in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic LP may convert into another organization, other than a domestic LP, if that organization's governing law authorizes it, the enacting jurisdiction permits it and the organization complies with its law (s. 620.2102(1)).",
      "fetch_event_id": null,
      "pinpoint": "s. 620.2102(1), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 620 full-chapter page, section 620.2102 ('Conversion.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization, other than an organization which is also a domestic limited partnership governed by this act, pursuant to this section and ss. 620.2103-620.2105 and a plan of conversion, if: (a) The other organization’s governing law authorizes the conversion. (b) The conversion is permitted by the law of the jurisdiction that enacted the governing law. (c) The other organization complies with its governing law in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The LP act has no domestication section; s. 620.2102(1) lets an “organization” (defined to include domestic and foreign LPs) convert into a Florida LP if its governing law authorizes it and the enacting jurisdiction permits it.",
      "fetch_event_id": null,
      "pinpoint": "s. 620.2102(1); s. 620.2101(8), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 620 full-chapter page, section 620.2102 ('Conversion.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "An organization other than a limited partnership may convert to a limited partnership",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The LP act has no domestication section; s. 620.2102(1) lets a domestic LP convert into another organization (including foreign ones) other than a domestic LP, if that organization's governing law authorizes it.",
      "fetch_event_id": null,
      "pinpoint": "s. 620.2102(1); s. 620.2101(8), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 620 full-chapter page, section 620.2102 ('Conversion.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "a limited partnership may convert to another organization, other than an organization which is also a domestic limited partnership governed by this act",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Any “organization” other than a domestic LP may convert into an LP: corporations, partnerships, LPs, LLCs, trusts, associations, REITs and other organized persons, domestic or foreign; not-for-profits excluded (s. 620.2101(8)).",
      "fetch_event_id": null,
      "pinpoint": "ss. 620.2102(1), 620.2101(8), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 620 full-chapter page, section 620.2101 ('Definitions.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "An organization other than a limited partnership may convert to a limited partnership",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic LP may convert into any “organization” other than a domestic LP, domestic or foreign; a not-for-profit organization qualifies only as the converted organization (ss. 620.2102(1), 620.2101(8)).",
      "fetch_event_id": null,
      "pinpoint": "ss. 620.2102(1), 620.2101(8), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 620 full-chapter page, section 620.2101 ('Definitions.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "a limited partnership may convert to another organization, other than an organization which is also a domestic limited partnership governed by this act",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.lp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "Division of Corporations Fees page, 'Limited Partnership Fees' table, 'Other Filings' row 'Certificate of Conversion'",
          "quote": "Limited Partnership Fees […] Certificate of Conversion […] + new entity filing fees, if applicable",
          "role": "official_fee_schedule",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/f3795ef321a8aec20ceed25cca5351004094265d3b45e44b37abbcc91f71c04b.html",
          "source_sha256": "f3795ef321a8aec20ceed25cca5351004094265d3b45e44b37abbcc91f71c04b",
          "source_url": "https://dos.fl.gov/sunbiz/forms/fees/"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The LP conversion filing fee is set in s. 620.1109(4) and listed on the Division of Corporations fee schedule; the LP act names no domestication filing.",
      "fetch_event_id": null,
      "pinpoint": "s. 620.1109(4), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 620 full-chapter page, section 620.1109 ('Department of State; fees.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "For filing certificate of conversion",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "After approval, a converting LP files a certificate of conversion with the Department of State; an organization converting into an LP files a certificate of limited partnership and a certificate of conversion (s. 620.2104(1)).",
      "fetch_event_id": null,
      "pinpoint": "s. 620.2104(1), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 620 full-chapter page, section 620.2104 ('Filings required for conversion; effective date.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A converting limited partnership shall deliver to the Department of State for filing a certificate of conversion, signed by each general partner listed in the certificate of limited partnership, and must include: 1. A statement that the limited partnership has been converted into another organization. 2. The name and form of the organization and the jurisdiction of its governing law. 3. The date the conversion is effective under the governing law of the converted organization. 4. A statement that the conversion was approved as required by this act. 5. A statement that the conversion was approved as required by the governing law of the converted organization. 6. If the converted organization is a foreign organization not authorized to transact business in this state, the street and mailing address of an office which the Department of State may use for the purposes of s. 620.2105(3).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A conversion into or out of a domestic LP requires that the other organization's governing law authorize it and that the jurisdiction that enacted that law permit it (s. 620.2102(1)(a)-(b)).",
      "fetch_event_id": null,
      "pinpoint": "s. 620.2102(1)(a)-(b), Fla. Stat. (2026); Online Sunshine, The 2026 Florida Statutes, ch. 620 full-chapter page, section 620.2102 ('Conversion.')",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) The other organization’s governing law authorizes the conversion. […] (b) The conversion is permitted by the law of the jurisdiction that enacted the governing law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No section of the Florida LP act (ch. 620, Part I) uses domestication, redomestication, redomiciliation or continuance; its cross-type and cross-border transaction is conversion (s. 620.2102) (complete search).",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#FL.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The LP act states no tax-clearance, good-standing or tax-payment condition for a conversion (complete search of ch. 620, Part I; conversion sections ss. 620.2101-620.2125 read in full).",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/FL/5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5d67ffff004f357736a723f4ef4f06154639c76d8644e864238cdcab055bc606",
      "source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The outbound conversion plan for a Georgia business corporation requires the approval stated in O.C.G.A. § 14-2-1109.3.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-2-1109.3",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) For the plan of conversion to be adopted: \n ( 1) The board of directors shall submit the plan of conversion for approval by the shareholders and shall recommend the plan of conversion to the shareholders in the same manner and subject to the same exceptions as provided in paragraph (1) of subsection (b) of Code Section 14-2-1103, and may condition its submission and provide notice to each shareholder entitled to vote in the same manner as provided in subsections (c) and (d) of Code Section 14-2-1103; and (2) All of the shareholders must approve the plan of conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The inbound provision continues the same entity, vests its property and rights without further act, and preserves liabilities, creditor rights, liens, claims, and proceedings.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-2-1109.2 effects and continuation subsections",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(5) The corporation formed by such election shall thereupon and thereafter possess all of the rights, privileges, immunities, franchises, and powers of the entity making the election; all property, real, personal, and mixed, all contract rights, and all debts due to such entity, as well as all other choses in action, and each and every other interest of or belonging to or due to the entity making the election shall be taken and deemed to be vested in the corporation formed by such election without further act or deed; the title to any real estate, or any interest therein, vested in the entity making the election shall not revert or be in any way impaired by reason of such election; and none of such items shall be deemed to have been conveyed, transferred, or assigned by reason of such election for any purpose; and (6) The corporation formed by such election shall thereupon and thereafter be responsible and liable for all the liabilities and obligations of the entity making the election, and any claim existing or action or proceeding pending by or against such entity may be prosecuted as if such election had not become effective. Neither the rights of creditors nor any liens upon the property of the entity making such election shall be impaired by such election. (d) A conversion pursuant to this Code section shall not be deemed to constitute a dissolution of the entity making the election and shall constitute a continuation of the existence of the entity making the election in the form of a corporation. A corporation formed by an election pursuant to this Code section shall for all purposes be deemed to be the same entity as the entity making such election.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The listed entity types may convert into a Georgia business corporation after the stated approval and Secretary of State filing requirements are satisfied.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-2-1109.2",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A foreign corporation, domestic limited partnership, foreign limited partnership, domestic general partnership, foreign general partnership, domestic limited liability company, or foreign limited liability company may elect to become a corporation. Such election shall require the approval of all of the electing entity's partners, members, or shareholders, or such other approval or compliance as may be sufficient under applicable law or the governing documents of the electing entity to authorize such election.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "Act 242; filing amendment to O.C.G.A. § 14-2-1109.3",
          "quote": "After a plan of conversion is approved by the shareholders, the corporation shall deliver to the Secretary of State for filing a certificate of conversion setting forth:",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5.html",
          "source_sha256": "eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2007-bv-p1-bbk-p1"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Georgia business corporation may convert to a Georgia LLC or LP after board adoption and shareholder approval, or to a listed foreign entity if destination law permits and foreign-conversion procedures are met.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. §§ 14-2-1109.1(b) and 14-2-1109.3(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Pursuant to Code Section 14-11-212 or 14-9-206.2 and this Code section, a corporation may elect to become a limited liability company or limited partnership if the board of directors adopts and its shareholders approve a plan of conversion. […] (a) A corporation may elect to become a foreign limited liability company, a foreign limited partnership, or a foreign corporation, if such a conversion is permitted by the law of the state or jurisdiction under whose law the resulting entity would be formed.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Georgia uses its conversion procedure for a foreign business corporation becoming a Georgia business corporation; the statute calls the transaction an election or conversion.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-2-1109.2",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A foreign corporation, domestic limited partnership, foreign limited partnership, domestic general partnership, foreign general partnership, domestic limited liability company, or foreign limited liability company may elect to become a corporation. Such election shall require the approval of all of the electing entity's partners, members, or shareholders, or such other approval or compliance as may be sufficient under applicable law or the governing documents of the electing entity to authorize such election.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Act 242; filing amendment to O.C.G.A. § 14-2-1109.3",
          "quote": "After a plan of conversion is approved by the shareholders, the corporation shall deliver to the Secretary of State for filing a certificate of conversion setting forth:",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5.html",
          "source_sha256": "eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2007-bv-p1-bbk-p1"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Georgia uses its conversion procedure for a Georgia business corporation becoming the same type under another jurisdiction, if that jurisdiction permits it.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-2-1109.3",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A corporation may elect to become a foreign limited liability company, a foreign limited partnership, or a foreign corporation, if such a conversion is permitted by the law of the state or jurisdiction under whose law the resulting entity would be formed.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The inbound-conversion provision lists the entity types eligible to become a Georgia business corporation.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-2-1109.2",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A foreign corporation, domestic limited partnership, foreign limited partnership, domestic general partnership, foreign general partnership, domestic limited liability company, or foreign limited liability company may elect to become a corporation. Such election shall require the approval of all of the electing entity's partners, members, or shareholders, or such other approval or compliance as may be sufficient under applicable law or the governing documents of the electing entity to authorize such election.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Act 817 §14; O.C.G.A. §14-2-1109.3(a)",
          "quote": "(a) A corporation may elect to become a foreign limited liability company, a foreign limited partnership, or a foreign corporation, if such a conversion is permitted by the law of the state or jurisdiction under whose law the resulting entity would be formed.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
          "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Georgia business corporation may become the listed domestic or foreign entity types under the applicable target or outbound conversion provision.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-2-1109.3",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Pursuant to Code Section 14-11-212 or 14-9-206.2 and this Code section, a corporation may elect to become a limited liability company or limited partnership if the board of directors adopts and its shareholders approve a plan of conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The statutory filing-fee schedule contains a certificate-of-conversion line for a Georgia business corporation.",
      "fetch_event_id": null,
      "pinpoint": "Act 242 §1; O.C.G.A. §14-2-122(10), Georgia Laws 2007 pp.455-456",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(I 0) Certificate of conversion. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 95.00",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2007-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Act 817 §14; O.C.G.A. §14-2-1109.3(b)",
          "quote": "(b) To effect a conversion under this Code section, the corporation must adopt a plan of conversion that sets forth the manner and basis of converting the shares of the corporation into interests, shares, obligations, or other securities, as the case may be, of the resulting entity. The plan of conversion may set forth other provisions relating to the conversion.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
          "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1"
        },
        {
          "pinpoint": "Act 242 §2; O.C.G.A. §14-2-1109.3(i)",
          "quote": "After a plan of conversion is approved by the shareholders, the corporation shall deliver to the Secretary of State for filing a certificate of conversion setting forth:",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5.html",
          "source_sha256": "eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2007-bv-p1-bbk-p1"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The conversion provisions require the stated conversion plan and Secretary of State filing instruments for a Georgia business corporation transaction.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-2-1109.2 filing subsection",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Such election shall be made by delivering a certificate of conversion to the Secretary of State for filing. The certificate shall set forth: \n ( 1) The name and jurisdiction of organization of the entity making the election; (2) That the entity elects to become a corporation; (3) The effective date, or the effective date and time, of such conversion if later than the date and time the certificate of conversion is filed; (4) That the election has been approved as required by subsection (a) of this Code section; (5) That filed with the certificate of conversion are articles of incorporation that are in the form required by Code Section 14-2-202, setting forth a name for the corporation that satisfies the requirements of Code Section 14-2-401, and stating that such articles of incorporation shall be the articles of incorporation of the corporation formed pursuant to such election unless and until modified in accordance with this chapter; and (6) If not provided for in the articles of incorporation required by paragraph (5) of this subsection, a statement setting forth the manner and basis for converting the ownership interests in the entity making the election into shares of the corporation formed pursuant to such election.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An outbound conversion of a Georgia business corporation requires the destination jurisdiction's law to permit the conversion.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-2-1109.3",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A corporation may elect to become a foreign limited liability company, a foreign limited partnership, or a foreign corporation, if such a conversion is permitted by the law of the state or jurisdiction under whose law the resulting entity would be formed.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Georgia provisions use the terms “conversion” and “election,” including for a same-type move to another jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-2-1109.3",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A corporation may elect to become a foreign limited liability company, a foreign limited partnership, or a foreign corporation, if such a conversion is permitted by the law of the state or jurisdiction under whose law the resulting entity would be formed.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.corp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "Act 242 §2; amendment to O.C.G.A. §14-2-1109.3",
          "quote": "",
          "role": "scope searched",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5.html",
          "source_sha256": "eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2007-bv-p1-bbk-p1"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in the captured conversion provisions for a Georgia business corporation.",
      "fetch_event_id": null,
      "pinpoint": "Complete conversion provisions and later amendments: O.C.G.A. § 14-2-1109.2; O.C.G.A. § 14-2-1109.3",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The outbound conversion plan for a Georgia limited liability company requires the approval stated in O.C.G.A. § 14-11-906.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-11-906",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) The limited liability company shall have the plan of conversion authorized and approved by the unanimous consent of the members, unless the articles of organization or a written operating agreement of such limited liability company provides otherwise.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The inbound provision continues the same entity, vests its property and rights without further act, and preserves liabilities, creditor rights, liens, claims, and proceedings.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-11-212 effects and continuation subsections",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(5) The limited liability company formed by such election shall thereupon and thereafter possess all of the rights, privileges, immunities, franchises, and powers of the entity making the election; all property, real, personal, and mixed, all contract rights, and all debts due to such entity, as well as all other choses in action, and each and every other interest of or belonging to or due to the entity making the election shall be taken and deemed to be vested in the limited liability company formed by such election without further act or deed; and the title to any real estate, or any interest therein, vested in the entity making the election shall not revert or be in any way impaired by reason of such election; and none of such items shall be deemed to have been conveyed, transferred, or assigned by reason of such election for any purpose; and (6) The limited liability company formed by such election shall thereupon and thereafter be responsible and liable for all the liabilities and obligations of the entity making the election, and any claim existing or action or proceeding pending by or against such entity may be prosecuted as ifsuch election had not \n  \n  GEORGIA LAWS 2006 SESSION \n  \n 847 \n  \n become effective. Neither the rights of creditors nor any liens upon the property of the entity making such election shall be impaired by such election. (d) A conversion pursuant to this Code section shall not be deemed to constitute a dissolution of the entity making the election and shall constitute a continuation of the existence of the entity making the election in the form of a limited liability company. A limited liability company formed by an election pursuant to this Code section shall for all purposes be deemed to be the same entity as the entity making such election.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.llc.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "Act 817 §24; O.C.G.A. §14-11-212(b)",
          "quote": "Such election is made by delivering a certificate of conversion to the Secretary of State for filing.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
          "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The listed entity types may convert into a Georgia limited liability company after the stated approval and Secretary of State filing requirements are satisfied.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2009, Act No. 38 (H.B. 308); O.C.G.A. § 14-11-212",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A corporation, foreign corporation, foreign limited liability company, limited partnership, foreign limited partnership, general partnership, or foreign general partnership may elect to become a limited liability company. Such election shall require (1) compliance with Code Section 14-2-1109.1 in the case of a Georgia corporation, or (2) the approval of all of its partners, members or shareholders (or such other approval or compliance as may be sufficient under applicable law or the governing documents of the electing entity to authorize such election) in the case of a foreign corporation, foreign limited liability company, limited partnership, foreign limited partnership, general partnership, or foreign general partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/bbe5a4f9133116674ca6afbf420b92245af691bdca9b7162be434e6d83f7bf11.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bbe5a4f9133116674ca6afbf420b92245af691bdca9b7162be434e6d83f7bf11",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2009-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.llc.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "Act 242; filing amendment to O.C.G.A. § 14-11-906",
          "quote": "After a plan of conversion is approved by the members, the limited liability company shall deliver to the Secretary of State for filing a certificate of conversion setting forth:",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5.html",
          "source_sha256": "eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2007-bv-p1-bbk-p1"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Georgia limited liability company may convert to a listed foreign entity if the destination jurisdiction permits the conversion and the statutory plan, approval, filing, and authority rules are met.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-11-906",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A limited liability company may elect to become a foreign limited liability company, a foreign limited partnership, or a foreign corporation, if such a conversion is permitted by the law of the state or jurisdiction under whose law the resulting entity would be formed.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.llc.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Act 817 §24; O.C.G.A. §14-11-212(b)",
          "quote": "Such election is made by delivering a certificate of conversion to the Secretary of State for filing.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
          "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Georgia uses its conversion procedure for a foreign limited liability company becoming a Georgia limited liability company; the statute calls the transaction an election or conversion.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2009, Act No. 38 (H.B. 308); O.C.G.A. § 14-11-212",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A corporation, foreign corporation, foreign limited liability company, limited partnership, foreign limited partnership, general partnership, or foreign general partnership may elect to become a limited liability company. Such election shall require (1) compliance with Code Section 14-2-1109.1 in the case of a Georgia corporation, or (2) the approval of all of its partners, members or shareholders (or such other approval or compliance as may be sufficient under applicable law or the governing documents of the electing entity to authorize such election) in the case of a foreign corporation, foreign limited liability company, limited partnership, foreign limited partnership, general partnership, or foreign general partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/bbe5a4f9133116674ca6afbf420b92245af691bdca9b7162be434e6d83f7bf11.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bbe5a4f9133116674ca6afbf420b92245af691bdca9b7162be434e6d83f7bf11",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2009-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Act 242; filing amendment to O.C.G.A. § 14-11-906",
          "quote": "After a plan of conversion is approved by the members, the limited liability company shall deliver to the Secretary of State for filing a certificate of conversion setting forth:",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5.html",
          "source_sha256": "eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2007-bv-p1-bbk-p1"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Georgia uses its conversion procedure for a Georgia limited liability company becoming the same type under another jurisdiction, if that jurisdiction permits it.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-11-906",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A limited liability company may elect to become a foreign limited liability company, a foreign limited partnership, or a foreign corporation, if such a conversion is permitted by the law of the state or jurisdiction under whose law the resulting entity would be formed.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The inbound-conversion provision lists the entity types eligible to become a Georgia limited liability company.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2009, Act No. 38 (H.B. 308); O.C.G.A. § 14-11-212",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A corporation, foreign corporation, foreign limited liability company, limited partnership, foreign limited partnership, general partnership, or foreign general partnership may elect to become a limited liability company. Such election shall require (1) compliance with Code Section 14-2-1109.1 in the case of a Georgia corporation, or (2) the approval of all of its partners, members or shareholders (or such other approval or compliance as may be sufficient under applicable law or the governing documents of the electing entity to authorize such election) in the case of a foreign corporation, foreign limited liability company, limited partnership, foreign limited partnership, general partnership, or foreign general partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/bbe5a4f9133116674ca6afbf420b92245af691bdca9b7162be434e6d83f7bf11.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bbe5a4f9133116674ca6afbf420b92245af691bdca9b7162be434e6d83f7bf11",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2009-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Act 817 §14; O.C.G.A. §14-2-1109.2(a)",
          "quote": "(a) A foreign corporation, domestic limited partnership, foreign limited partnership, domestic general partnership, foreign general partnership, domestic limited liability company, or foreign limited liability company may elect to become a corporation. Such election shall require the approval of all of the electing entity's partners, members, or shareholders, or such other approval or compliance as may be sufficient under applicable law or the governing documents of the electing entity to authorize such election.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
          "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1"
        },
        {
          "pinpoint": "Act 817 §20; O.C.G.A. §14-9-206.2(a)",
          "quote": "(a) A corporation, foreign corporation, limited liability company, foreign limited liability company, foreign limited partnership, general partnership, or foreign general partnership may elect to become a limited partnership. Such election shall require: \n (I) Compliance with Code Section 14-2-1109.1 in the case of a Georgia corporation; or (2) Approval of all of its partners, members, or shareholders, or such other approval as may be sufficient under applicable law or the governing documents of the electing entity to authorize such election, in the case of a foreign corporation, limited liability company, foreign limited liability company, foreign limited partnership, general partnership, or foreign general partnership.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
          "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Georgia limited liability company may become the listed domestic or foreign entity types under the applicable target or outbound conversion provision.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-11-906",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A limited liability company may elect to become a foreign limited liability company, a foreign limited partnership, or a foreign corporation, if such a conversion is permitted by the law of the state or jurisdiction under whose law the resulting entity would be formed.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The statutory filing-fee schedule contains a certificate-of-conversion line for a Georgia limited liability company.",
      "fetch_event_id": null,
      "pinpoint": "Act 242 §6; O.C.G.A. §14-11-1101(a)(16), Georgia Laws 2007 pp.459-460",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "( 16) Certificate of conversion. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 95.oo",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2007-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Act 817 §24; O.C.G.A. §14-11-212(b)(5)",
          "quote": "(5) That filed with the certificate of conversion are articles of organization that are in the form required by Code Section 14-11-204, that set forth a name for the limited liability company that satisfies the requirements of Code Section 14-11-207, and that shall be the articles of organization of the limited liability company formed pursuant to such election unless and until modified in accordance with this chapter;",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
          "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1"
        },
        {
          "pinpoint": "Act 817 §26; O.C.G.A. §14-11-906(b)",
          "quote": "(b) To effect a conversion under this Code section, the limited liability company must adopt a plan of conversion that sets forth the manner and basis of converting the interests of the members of the limited liability company into interests, shares, obligations, or other securities, as the case may be, of the resulting entity. The plan ofconversion may set forth other provisions relating to the conversion.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
          "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1"
        },
        {
          "pinpoint": "Act 242 §5; O.C.G.A. §14-11-906(g)",
          "quote": "After a plan of conversion is approved by the members, the limited liability company shall deliver to the Secretary of State for filing a certificate of conversion setting forth:",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5.html",
          "source_sha256": "eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2007-bv-p1-bbk-p1"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The conversion provisions require the stated conversion plan and Secretary of State filing instruments for a Georgia limited liability company transaction.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-11-212 filing subsection",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Such election is made by delivering a certificate of conversion to the Secretary of State for filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An outbound conversion of a Georgia limited liability company requires the destination jurisdiction's law to permit the conversion.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-11-906",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A limited liability company may elect to become a foreign limited liability company, a foreign limited partnership, or a foreign corporation, if such a conversion is permitted by the law of the state or jurisdiction under whose law the resulting entity would be formed.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Georgia provisions use the terms “conversion” and “election,” including for a same-type move to another jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-11-906",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A limited liability company may elect to become a foreign limited liability company, a foreign limited partnership, or a foreign corporation, if such a conversion is permitted by the law of the state or jurisdiction under whose law the resulting entity would be formed.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.llc.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "Act 242 §5; amendment to O.C.G.A. §14-11-906",
          "quote": "",
          "role": "scope searched",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5.html",
          "source_sha256": "eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2007-bv-p1-bbk-p1"
        },
        {
          "pinpoint": "Act 38 §3; amendments to O.C.G.A. §14-11-212",
          "quote": "",
          "role": "scope searched",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/bbe5a4f9133116674ca6afbf420b92245af691bdca9b7162be434e6d83f7bf11.html",
          "source_sha256": "bbe5a4f9133116674ca6afbf420b92245af691bdca9b7162be434e6d83f7bf11",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2009-bv-p1-bbk-p1"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in the captured conversion provisions for a Georgia limited liability company.",
      "fetch_event_id": null,
      "pinpoint": "Complete conversion provisions and later amendments: O.C.G.A. § 14-11-212; O.C.G.A. § 14-11-906",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The outbound conversion plan for a Georgia limited partnership requires the approval stated in O.C.G.A. § 14-9-206.8.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-9-206.8",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) The limited partnership shall have the plan of conversion authorized and approved by the unanimous consent ofthe partners, unless the limited partnership agreement of such limited partnership provides otherwise.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The inbound provision continues the same entity, vests its property and rights without further act, and preserves liabilities, creditor rights, liens, claims, and proceedings.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-9-206.2 effects and continuation subsections",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(5) Limited partnership formed by such election shall thereupon and thereafter possess all of the rights, privileges, immunities, franchises, and powers of the entity making the election; all property, real, personal, and mixed, all contract rights, and all debts due to such entity, as well as all other choses in action, and each and every other interest of, belonging to, or due to the entity making the election shall be taken and deemed to be vested in the limited partnership formed by such election without further act or deed; the title to any real estate, or any interest in real estate, vested in the entity making the election shall not revert or be in any way impaired by reason of such election; and none of such \n  \n  GEORGIA LAWS 2006 SESSION \n  \n 843 \n  \n items shall be deemed to have been conveyed, transferred, or assigned by reason of such election for any purpose; and (6) Limited partnership formed by such election shall thereupon and thereafter be responsible and liable for all the liabilities and obligations of the entity making the election, and any claim existing or action or proceeding pending by or against such entity may be prosecuted as if such election had not become effective. Neither the rights of creditors nor any liens upon the property of the entity making such election shall be impaired by such election. (d) A conversion pursuant to this Code section shall not be deemed to constitute a dissolution of the entity making the election and shall constitute a continuation of the existence of the entity making the election in the form of a limited partnership. A limited partnership formed by an election pursuant to this Code section shall for all purposes be deemed to be the same entity as the entity making such election.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The listed entity types may convert into a Georgia limited partnership after the stated approval and Secretary of State filing requirements are satisfied.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-9-206.2",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A corporation, foreign corporation, limited liability company, foreign limited liability company, foreign limited partnership, general partnership, or foreign general partnership may elect to become a limited partnership. Such election shall require: \n (I) Compliance with Code Section 14-2-1109.1 in the case of a Georgia corporation; or (2) Approval of all of its partners, members, or shareholders, or such other approval as may be sufficient under applicable law or the governing documents of the electing entity to authorize such election, in the case of a foreign corporation, limited liability company, foreign limited liability company, foreign limited partnership, general partnership, or foreign general partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "Act 242; filing amendment to O.C.G.A. § 14-9-206.8",
          "quote": "After a plan of conversion is approved by the partners, the limited partnership shall deliver to the Secretary of State for filing a certificate of conversion setting forth:",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5.html",
          "source_sha256": "eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2007-bv-p1-bbk-p1"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Georgia limited partnership may convert to a listed foreign entity if the destination jurisdiction permits the conversion and the statutory plan, approval, filing, and authority rules are met.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-9-206.8",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A limited partnership may elect to become a foreign limited liability company, a foreign limited partnership, or a foreign corporation, if such a conversion is permitted by the law of the state or jurisdiction under whose law the resulting entity would be formed.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Georgia uses its conversion procedure for a foreign limited partnership becoming a Georgia limited partnership; the statute calls the transaction an election or conversion.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-9-206.2",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A corporation, foreign corporation, limited liability company, foreign limited liability company, foreign limited partnership, general partnership, or foreign general partnership may elect to become a limited partnership. Such election shall require: \n (I) Compliance with Code Section 14-2-1109.1 in the case of a Georgia corporation; or (2) Approval of all of its partners, members, or shareholders, or such other approval as may be sufficient under applicable law or the governing documents of the electing entity to authorize such election, in the case of a foreign corporation, limited liability company, foreign limited liability company, foreign limited partnership, general partnership, or foreign general partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Act 242; filing amendment to O.C.G.A. § 14-9-206.8",
          "quote": "After a plan of conversion is approved by the partners, the limited partnership shall deliver to the Secretary of State for filing a certificate of conversion setting forth:",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5.html",
          "source_sha256": "eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2007-bv-p1-bbk-p1"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Georgia uses its conversion procedure for a Georgia limited partnership becoming the same type under another jurisdiction, if that jurisdiction permits it.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-9-206.8",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A limited partnership may elect to become a foreign limited liability company, a foreign limited partnership, or a foreign corporation, if such a conversion is permitted by the law of the state or jurisdiction under whose law the resulting entity would be formed.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The inbound-conversion provision lists the entity types eligible to become a Georgia limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-9-206.2",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A corporation, foreign corporation, limited liability company, foreign limited liability company, foreign limited partnership, general partnership, or foreign general partnership may elect to become a limited partnership. Such election shall require: \n (I) Compliance with Code Section 14-2-1109.1 in the case of a Georgia corporation; or (2) Approval of all of its partners, members, or shareholders, or such other approval as may be sufficient under applicable law or the governing documents of the electing entity to authorize such election, in the case of a foreign corporation, limited liability company, foreign limited liability company, foreign limited partnership, general partnership, or foreign general partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Act 817 §14; O.C.G.A. §14-2-1109.2(a)",
          "quote": "(a) A foreign corporation, domestic limited partnership, foreign limited partnership, domestic general partnership, foreign general partnership, domestic limited liability company, or foreign limited liability company may elect to become a corporation. Such election shall require the approval of all of the electing entity's partners, members, or shareholders, or such other approval or compliance as may be sufficient under applicable law or the governing documents of the electing entity to authorize such election.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
          "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1"
        },
        {
          "pinpoint": "Act 38 §3; O.C.G.A. §14-11-212(a)",
          "quote": "(a) A corporation, foreign corporation, foreign limited liability company, limited partnership, foreign limited partnership, general partnership, or foreign general partnership may elect to become a limited liability company. Such election shall require (1) compliance with Code Section 14-2-1109.1 in the case of a Georgia corporation, or (2) the approval of all of its partners, members or shareholders (or such other approval or compliance as may be sufficient under applicable law or the governing documents of the electing entity to authorize such election) in the case of a foreign corporation, foreign limited liability company, limited partnership, foreign limited partnership, general partnership, or foreign general partnership.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/bbe5a4f9133116674ca6afbf420b92245af691bdca9b7162be434e6d83f7bf11.html",
          "source_sha256": "bbe5a4f9133116674ca6afbf420b92245af691bdca9b7162be434e6d83f7bf11",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2009-bv-p1-bbk-p1"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Georgia limited partnership may become the listed domestic or foreign entity types under the applicable target or outbound conversion provision.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-9-206.8",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A limited partnership may elect to become a foreign limited liability company, a foreign limited partnership, or a foreign corporation, if such a conversion is permitted by the law of the state or jurisdiction under whose law the resulting entity would be formed.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The statutory filing-fee schedule contains a certificate-of-conversion line for a Georgia limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "Act 242 §4; O.C.G.A. §14-9-1101(8), Georgia Laws 2007 p.458",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(8) Certificate of conversion. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 95.00",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2007-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Act 817 §20; O.C.G.A. §14-9-206.2(b)(5)",
          "quote": "(5) That filed with the certificate of conversion is a certificate of limited partnership that is in the form required by Code Section 14-9-201, that sets forth a name for the limited partnership that satisfies the requirements of Code Section 14-9-102, and that shall be the certificate of limited partnership of the limited partnership formed pursuant to such election unless and until modified in accordance with this chapter;",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
          "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1"
        },
        {
          "pinpoint": "Act 817 §21; O.C.G.A. §14-9-206.8(b)",
          "quote": "(b) To effect a conversion under this Code section, the limited partnership must adopt a plan of conversion that sets forth the manner and basis of converting the interests of the partners of the limited partnership into interests, shares, obligations, or other securities, as the case may be, of the resulting entity. The plan of conversion may set forth other provisions relating to the conversion.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
          "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1"
        },
        {
          "pinpoint": "Act 242 §3; O.C.G.A. §14-9-206.8(g)",
          "quote": "After a plan of conversion is approved by the partners, the limited partnership shall deliver to the Secretary of State for filing a certificate of conversion setting forth:",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5.html",
          "source_sha256": "eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2007-bv-p1-bbk-p1"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The conversion provisions require the stated conversion plan and Secretary of State filing instruments for a Georgia limited partnership transaction.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-9-206.2 filing subsection",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Such election is made by delivery of a certificate of conversion to the Secretary of State for filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An outbound conversion of a Georgia limited partnership requires the destination jurisdiction's law to permit the conversion.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-9-206.8",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A limited partnership may elect to become a foreign limited liability company, a foreign limited partnership, or a foreign corporation, if such a conversion is permitted by the law of the state or jurisdiction under whose law the resulting entity would be formed.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Georgia provisions use the terms “conversion” and “election,” including for a same-type move to another jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "Georgia Laws 2006, Act No. 817 (S.B. 469); O.C.G.A. § 14-9-206.8",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A limited partnership may elect to become a foreign limited liability company, a foreign limited partnership, or a foreign corporation, if such a conversion is permitted by the law of the state or jurisdiction under whose law the resulting entity would be formed.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#GA.lp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "Act 242 §3; amendment to O.C.G.A. §14-9-206.8",
          "quote": "",
          "role": "scope searched",
          "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5.html",
          "source_sha256": "eb644295eb31cfeff7a70eee486f944a846e1e8305932eb88f7796c77c83acd5",
          "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2007-bv-p1-bbk-p1"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in the captured conversion provisions for a Georgia limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "Complete conversion provisions and later amendments: O.C.G.A. § 14-9-206.2; O.C.G.A. § 14-9-206.8",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/GA/snapshots/c50/GA/4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4ca0051f47dd15bf8acfcfe77ec9023fecc22eb2302e281d159d40669f8699d3",
      "source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "HRS § 414-271(a)(1), incorporation of § 414-313",
          "quote": "The board of directors and shareholders of the domestic corporation approve a plan of conversion in the manner prescribed by section 414-313 and the conversion is treated as a merger to which the converting entity is a party and not the surviving entity;",
          "role": "incorporation_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/2040d2434c449960e4db077271f8015dc1b73cfda6650f290e5c087a2cbb229c.html",
          "source_sha256": "2040d2434c449960e4db077271f8015dc1b73cfda6650f290e5c087a2cbb229c",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0271.htm"
        },
        {
          "pinpoint": "HRS § 414-313(e), post-July 1, 1987 shareholder-vote threshold",
          "quote": "With respect to corporations incorporated on or after July 1, 1987, at such a meeting, a vote of the shareholders shall be taken on the proposed plan. The plan shall be approved upon receiving the affirmative vote of the holders of a majority of each class of the shares entitled to vote thereon as a class and of the total shares entitled to vote thereon. Any class of shares of any such corporation shall be entitled to vote as a class if any such plan contains any provision that, if contained in a proposed amendment to articles of incorporation, would entitle that class of shares to vote as a class and, in the case of an exchange, if the class is included in the exchange.",
          "role": "approval_threshold_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/6487698ffbf1178ef505bf6199b7de70e939036c49ed4a948862897115d2ab1c.html",
          "source_sha256": "6487698ffbf1178ef505bf6199b7de70e939036c49ed4a948862897115d2ab1c",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0313.htm"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The board generally recommends the plan and voting shareholders approve it; § 414-313(e)-(g) supplies incorporation-date-sensitive thresholds and separate voting-group rules.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 414-313(b), board recommendation and shareholder approval",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "For a plan of merger or share exchange to be approved: (1) The board of directors shall recommend the plan of merger or share exchange to the shareholders, unless the board of directors determines that because of conflict of interest or other special circumstances it should make no recommendation and communicates the basis for its determination to the shareholders with the plan; and (2) The shareholders entitled to vote shall approve the plan.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/6487698ffbf1178ef505bf6199b7de70e939036c49ed4a948862897115d2ab1c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6487698ffbf1178ef505bf6199b7de70e939036c49ed4a948862897115d2ab1c",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0313.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "On conversion, the entity continues without interruption; property, liabilities, creditor rights, and pending proceedings continue under HRS § 414-274.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 414-274(1)-(9), effect of conversion",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "When a conversion becomes effective: (1) The converting entity shall continue to exist without interruption, but in the organizational form of the converted entity; (2) All rights, title, and interest in all real estate and other property owned by the converting entity shall automatically be owned by the converted entity without reversion or impairment, subject to any existing liens or other encumbrances thereon; (3) All liabilities and obligations of the converting entity shall automatically be liabilities and obligations of the converted entity without impairment or diminution due to the conversion; (4) The rights of creditors of the converting entity shall continue against the converted entity and shall not be impaired or extinguished by the conversion; (5) Any action or proceeding pending by or against the converting entity may be continued by or against the converted entity without any need for substitution of parties; (6) The shares and other forms of ownership in the converting entity that are to be converted into shares, or other forms of ownership, in the converted entity as provided in the plan of conversion shall be converted, and if the converting entity is a domestic corporation, the former shareholders of the domestic corporation shall be entitled only to the rights provided in the plan of conversion or to the rights to dissent under section 414-342; (7) A shareholder, partner, member, or other owner of the converted entity shall be liable for the debts and obligations of the converting entity that existed before the conversion takes effect only to the extent that the shareholder, partner, member, or other owner: (A) Agreed in writing to be liable for the debts or obligations; (B) Was liable under applicable law prior to the effective date of the conversion, for the debts or obligations; or (C) Becomes liable under applicable law for existing debts and obligations of the converted entity by becoming a shareholder, partner, member, or other owner of the converted entity; (8) If the converted entity is a foreign corporation or other business entity incorporated, formed, or organized under a law other than the law of this State, the converted entity shall file with the director: (A) An agreement that the converted entity may be served with process in this State in any action or proceeding for the enforcement of any liability or obligation of the converting domestic corporation; (B) An irrevocable appointment of a resident of this State including the street address, as its agent to accept service of process in any such proceeding; and (C) An agreement for the enforcement, as provided in this chapter, of the right of any dissenting shareholder, partner, member, or other owner to receive payment for their interest against the converted entity; and (9) If the converting entity is a domestic corporation, part XIV shall apply as if the converted entity were the survivor of a merger with the converting entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/4a31a43ef841f9e56a1aaf32728951151188fda39e70fbfb84094b488944a609.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4a31a43ef841f9e56a1aaf32728951151188fda39e70fbfb84094b488944a609",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0274.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign corporation or other entity may convert to a Hawaii corporation if its home-jurisdiction law permits the conversion and the transaction complies with that law.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 414-271(a)-(b), conversion into and from corporations",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any foreign corporation or other entity may adopt a plan of conversion and convert to a domestic corporation if the conversion is permitted by and complies with the laws of the state or country in which the foreign corporation or other entity is incorporated, formed, or organized.",
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      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0271.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "HRS § 414-313(b), board recommendation and shareholder approval",
          "quote": "For a plan of merger or share exchange to be approved: (1) The board of directors shall recommend the plan of merger or share exchange to the shareholders, unless the board of directors determines that because of conflict of interest or other special circumstances it should make no recommendation and communicates the basis for its determination to the shareholders with the plan; and (2) The shareholders entitled to vote shall approve the plan.",
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          "source_sha256": "6487698ffbf1178ef505bf6199b7de70e939036c49ed4a948862897115d2ab1c",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0313.htm"
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      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Hawaii corporation may convert to a foreign corporation or another entity if § 414-271(a)'s five conditions are met, including shareholder approval and permission under destination law.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 414-271(a)-(b), conversion into and from corporations",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic corporation may adopt a plan of conversion and convert to a foreign corporation or any other entity if:",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/2040d2434c449960e4db077271f8015dc1b73cfda6650f290e5c087a2cbb229c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2040d2434c449960e4db077271f8015dc1b73cfda6650f290e5c087a2cbb229c",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0271.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Hawaii treats a foreign corporation's move into Hawaii as a conversion, allowed when its home-jurisdiction law permits it and the transaction complies with that law.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 414-271(a)-(b), conversion into and from corporations",
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      "publish_status": "publish_ready",
      "quote": "Any foreign corporation or other entity may adopt a plan of conversion and convert to a domestic corporation if the conversion is permitted by and complies with the laws of the state or country in which the foreign corporation or other entity is incorporated, formed, or organized.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
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      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0271.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "HRS § 414-313(b), board recommendation and shareholder approval",
          "quote": "For a plan of merger or share exchange to be approved: (1) The board of directors shall recommend the plan of merger or share exchange to the shareholders, unless the board of directors determines that because of conflict of interest or other special circumstances it should make no recommendation and communicates the basis for its determination to the shareholders with the plan; and (2) The shareholders entitled to vote shall approve the plan.",
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      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Hawaii treats a corporation's move to foreign corporation status as a conversion; § 414-271(a)'s five conditions apply.",
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      "pinpoint": "HRS § 414-271(a)-(b), conversion into and from corporations",
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      "publish_status": "publish_ready",
      "quote": "A domestic corporation may adopt a plan of conversion and convert to a foreign corporation or any other entity if:",
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      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0271.htm",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#HI.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Eligible sources include foreign corporations and the domestic or foreign entity types within HRS § 414-3's broad “entity” definition.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 414-3, definition of 'Entity'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\" includes domestic and foreign corporations, domestic professional corporations, domestic and foreign limited liability companies, domestic and foreign nonprofit corporations, domestic and foreign business trusts, estates, domestic and foreign partnerships, domestic and foreign limited partnerships, domestic and foreign limited liability partnerships, trusts, two or more persons having a joint or common economic interest, associations and cooperative associations, and state, federal, and foreign governments.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/snapshots/HI/49b7defde9629bfd2a1a5394113847ec0992ec4628cf182289e126f966a83089.html",
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      "source_class": "S1",
      "source_sha256": "49b7defde9629bfd2a1a5394113847ec0992ec4628cf182289e126f966a83089",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0003.htm",
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    },
    "structuring:pp-conversion-domestication#HI.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Hawaii corporation may target a foreign corporation or another entity within HRS § 414-3's broad “entity” definition, subject to the conversion conditions.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 414-3, definition of 'Entity'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\" includes domestic and foreign corporations, domestic professional corporations, domestic and foreign limited liability companies, domestic and foreign nonprofit corporations, domestic and foreign business trusts, estates, domestic and foreign partnerships, domestic and foreign limited partnerships, domestic and foreign limited liability partnerships, trusts, two or more persons having a joint or common economic interest, associations and cooperative associations, and state, federal, and foreign governments.",
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      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0003.htm",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#HI.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filing-fee authority for corporate articles of conversion is HRS § 414-13(a)(4).",
      "fetch_event_id": null,
      "pinpoint": "HRS § 414-13(a)(4), filing fee schedule",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Articles of conversion or merger, $100;",
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      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0013.htm",
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    "structuring:pp-conversion-domestication#HI.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The filed instrument is called articles of conversion; § 414-271(e) identifies filing with the department director.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 414-271(e), filed articles of conversion",
      "public_reason": null,
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      "quote": "If articles of conversion have been filed with the department director but the conversion has not become effective, the conversion may be abandoned if a statement, executed on behalf of the converting entity by an officer or other duly authorized representative and stating that the plan of conversion has been abandoned in accordance with applicable law, is filed with the department director prior to the effective date of the conversion.",
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    "structuring:pp-conversion-domestication#HI.corp.paired_jurisdiction_authorization": {
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      "capture_date": "2026-10-02",
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      "display": "The destination law must permit an outbound conversion, and an inbound converter must be permitted by and comply with its home-jurisdiction law.",
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      "quote": "The conversion is permitted by, and complies with the laws of the state or country in which the converted entity is to be incorporated, formed, or organized; and the incorporation, formation, or organization of the converted entity complies with those laws;",
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    "structuring:pp-conversion-domestication#HI.corp.redomiciliation_term_used": {
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      "display": "The Hawaii Business Corporation Act uses the term “conversion,” including for moves into and from foreign corporation status.",
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      "public_reason": null,
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    "structuring:pp-conversion-domestication#HI.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Unless the operating agreement provides otherwise, approval requires at least a majority ownership interest; if it is silent, all members must approve.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 428-904(e), approval of plan of merger incorporated by § 428-902.5(a)(1)",
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      "quote": "A plan of merger shall be approved: (1) In the case of a limited liability company that is a party to the merger, unless otherwise provided in the operating agreement, by the members representing the percentage of ownership specified in the operating agreement, but not fewer than the members holding a majority of the ownership, or if provision is not made in the operating agreement, by all the members; and (2) In the case of a foreign limited liability company that is a party to the merger, by the vote required for approval of a merger by the law of the state or foreign jurisdiction in which the foreign limited liability company is organized.",
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    "structuring:pp-conversion-domestication#HI.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "On conversion, the entity continues without interruption; property, liabilities, creditor rights, and pending proceedings continue under HRS § 428-903.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 428-903(1)-(8), effect of conversion",
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      "quote": "When a conversion becomes effective: (1) The converting entity shall continue to exist without interruption, but in the organizational form of the converted entity; (2) All rights, title, and interest in all real estate and other property owned by the converting entity shall automatically be owned by the converted entity without reversion or impairment, subject to any existing liens or other encumbrances thereon; (3) All liabilities and obligations of the converting entity shall automatically be liabilities and obligations of the converted entity without impairment or diminution due to the conversion; (4) The rights of creditors of the converting entity shall continue against the converted entity and shall not be impaired or extinguished by the conversion; (5) Any action or proceeding pending by or against the converting entity may be continued by or against the converted entity without any need for substitution of parties; (6) The shares and other forms of ownership in the converting entity that are to be converted into shares, or other forms of ownership, or other securities in the converted entity as provided in the plan of conversion shall be converted, and if the converting entity is a domestic limited liability company, the former members of the domestic limited liability company shall be entitled only to the rights provided in the plan of conversion or to the rights to dissent under section 414-342; (7) A shareholder, partner, member, or other owner of the converted entity shall be liable for the debts and obligations of the converting entity that existed before the conversion takes effect only to the extent that such shareholder, partner, member, or other owner: (A) Agreed in writing to be liable for the debts or obligations; (B) Was liable under applicable law prior to the effective date of the conversion, for the debts or obligations; or (C) Becomes liable under applicable law for existing debts and obligations of the converted entity by becoming a shareholder, partner, member, or other owner of the converted entity; and (8) If the converted entity is a foreign limited liability company or other business entity incorporated, formed, or organized under a law other than the law of this State, such converted entity shall file with the director: (A) An agreement that the converted entity may be served with process in this State in any action or proceeding for the enforcement of any liability or obligation of the converting domestic limited liability company; (B) An irrevocable appointment of a resident of this State, including the resident's street address, as its agent to accept service of process in any such proceeding; and (C) An agreement for the enforcement, as provided in this chapter, of the right of any dissenting shareholder, partner, member, or other owner to receive payment for their interest against the converted entity.",
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      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0903.htm",
      "table": "structuring"
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      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign LLC or other entity may convert to a Hawaii LLC if its home-jurisdiction law permits the conversion and the transaction complies with that law.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 428-902.5(a)-(b), conversion into and from limited liability companies",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any foreign limited liability company or other entity may adopt a plan of conversion and convert to a domestic limited liability company if the conversion is permitted by and complies with the laws of the state or country in which the foreign limited liability company or other entity is incorporated, formed, or organized.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/a5a0e5bcd891e7b2926618defb32bd962182597edf47b10f44ee6e61a0efb6b9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a5a0e5bcd891e7b2926618defb32bd962182597edf47b10f44ee6e61a0efb6b9",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0902_0005.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.llc.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "HRS § 428-904(e), approval of plan of merger incorporated by § 428-902.5(a)(1)",
          "quote": "A plan of merger shall be approved: (1) In the case of a limited liability company that is a party to the merger, unless otherwise provided in the operating agreement, by the members representing the percentage of ownership specified in the operating agreement, but not fewer than the members holding a majority of the ownership, or if provision is not made in the operating agreement, by all the members; and (2) In the case of a foreign limited liability company that is a party to the merger, by the vote required for approval of a merger by the law of the state or foreign jurisdiction in which the foreign limited liability company is organized.",
          "role": "incorporated_approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/b7ee070e4ce7e14bbee3e663c361f95203647d1b6fc98eb67fbf3e49338efe05.html",
          "source_sha256": "b7ee070e4ce7e14bbee3e663c361f95203647d1b6fc98eb67fbf3e49338efe05",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0904.htm"
        },
        {
          "pinpoint": "HRS § 428-905(a), articles of merger incorporated by § 428-902.5(a)(1)",
          "quote": "After a plan of merger is approved in accordance with section 428-904(e), unless the merger is terminated under section 428-904(h), articles of merger shall be signed on behalf of each limited liability company and each other entity that is a party to the merger, and shall be delivered to the director for filing.",
          "role": "incorporated_filing_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/5f09ce5c94a0d87852696c345107f8b9dc63d8460b2aabad376ada4b991ee1bf.html",
          "source_sha256": "5f09ce5c94a0d87852696c345107f8b9dc63d8460b2aabad376ada4b991ee1bf",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0905.htm"
        },
        {
          "pinpoint": "HRS § 428-906(a), effect of merger incorporated by § 428-902.5(a)(1)",
          "quote": "When a merger takes effect:",
          "role": "incorporated_effect_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/c211211486c7cf35871eddd9d204b2aace4fc98c0047bc8ca98b73f352d29bc6.html",
          "source_sha256": "c211211486c7cf35871eddd9d204b2aace4fc98c0047bc8ca98b73f352d29bc6",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0906.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Hawaii LLC may convert to a foreign LLC or another entity if § 428-902.5(a)'s five conditions are met, including approval and permission under the destination law.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 428-902.5(a)-(b), conversion into and from limited liability companies",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic limited liability company may adopt a plan of conversion and convert to a foreign limited liability company or any other entity if:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/a5a0e5bcd891e7b2926618defb32bd962182597edf47b10f44ee6e61a0efb6b9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a5a0e5bcd891e7b2926618defb32bd962182597edf47b10f44ee6e61a0efb6b9",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0902_0005.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Hawaii treats a foreign LLC's move into Hawaii as a conversion; it is allowed if the foreign jurisdiction's law permits it and the conversion complies with that law.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 428-902.5(a)-(b), conversion into and from limited liability companies",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any foreign limited liability company or other entity may adopt a plan of conversion and convert to a domestic limited liability company if the conversion is permitted by and complies with the laws of the state or country in which the foreign limited liability company or other entity is incorporated, formed, or organized.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/a5a0e5bcd891e7b2926618defb32bd962182597edf47b10f44ee6e61a0efb6b9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a5a0e5bcd891e7b2926618defb32bd962182597edf47b10f44ee6e61a0efb6b9",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0902_0005.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "HRS § 428-904(e), approval of plan of merger incorporated by § 428-902.5(a)(1)",
          "quote": "A plan of merger shall be approved: (1) In the case of a limited liability company that is a party to the merger, unless otherwise provided in the operating agreement, by the members representing the percentage of ownership specified in the operating agreement, but not fewer than the members holding a majority of the ownership, or if provision is not made in the operating agreement, by all the members; and (2) In the case of a foreign limited liability company that is a party to the merger, by the vote required for approval of a merger by the law of the state or foreign jurisdiction in which the foreign limited liability company is organized.",
          "role": "incorporated_approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/b7ee070e4ce7e14bbee3e663c361f95203647d1b6fc98eb67fbf3e49338efe05.html",
          "source_sha256": "b7ee070e4ce7e14bbee3e663c361f95203647d1b6fc98eb67fbf3e49338efe05",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0904.htm"
        },
        {
          "pinpoint": "HRS § 428-905(a), articles of merger incorporated by § 428-902.5(a)(1)",
          "quote": "After a plan of merger is approved in accordance with section 428-904(e), unless the merger is terminated under section 428-904(h), articles of merger shall be signed on behalf of each limited liability company and each other entity that is a party to the merger, and shall be delivered to the director for filing.",
          "role": "incorporated_filing_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/5f09ce5c94a0d87852696c345107f8b9dc63d8460b2aabad376ada4b991ee1bf.html",
          "source_sha256": "5f09ce5c94a0d87852696c345107f8b9dc63d8460b2aabad376ada4b991ee1bf",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0905.htm"
        },
        {
          "pinpoint": "HRS § 428-906(a), effect of merger incorporated by § 428-902.5(a)(1)",
          "quote": "When a merger takes effect:",
          "role": "incorporated_effect_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/c211211486c7cf35871eddd9d204b2aace4fc98c0047bc8ca98b73f352d29bc6.html",
          "source_sha256": "c211211486c7cf35871eddd9d204b2aace4fc98c0047bc8ca98b73f352d29bc6",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0906.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Hawaii treats an LLC's move to a foreign LLC as a conversion; § 428-902.5(a)'s five conditions apply, including approval and permission under destination law.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 428-902.5(a)-(b), conversion into and from limited liability companies",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic limited liability company may adopt a plan of conversion and convert to a foreign limited liability company or any other entity if:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/a5a0e5bcd891e7b2926618defb32bd962182597edf47b10f44ee6e61a0efb6b9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a5a0e5bcd891e7b2926618defb32bd962182597edf47b10f44ee6e61a0efb6b9",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0902_0005.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Eligible sources include a foreign LLC and the corporations, partnerships, limited partnerships, LLPs, and domestic professional corporations within § 428-901's “other entity” definition.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 428-901, Part IX ('Conversions and Mergers'), definition of 'Other entity'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Other entity\" includes a foreign or domestic corporation, whether organized for profit or not, a domestic or foreign partnership, limited partnership, limited liability partnership, or a domestic professional corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/c21a4a53ca837fbb8b6e4683aae46039aac11f8ac71d69ead6b5a285fa7f798b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c21a4a53ca837fbb8b6e4683aae46039aac11f8ac71d69ead6b5a285fa7f798b",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0901.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Hawaii LLC may target a foreign LLC or the corporations, partnerships, limited partnerships, LLPs, and domestic professional corporations within § 428-901's definition.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 428-901, Part IX ('Conversions and Mergers'), definition of 'Other entity'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Other entity\" includes a foreign or domestic corporation, whether organized for profit or not, a domestic or foreign partnership, limited partnership, limited liability partnership, or a domestic professional corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/c21a4a53ca837fbb8b6e4683aae46039aac11f8ac71d69ead6b5a285fa7f798b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c21a4a53ca837fbb8b6e4683aae46039aac11f8ac71d69ead6b5a285fa7f798b",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0901.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filing-fee authority for LLC articles of conversion is HRS § 428-1301(a)(4).",
      "fetch_event_id": null,
      "pinpoint": "HRS § 428-1301(a)(4), filing fee schedule",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Articles of merger or conversion, $100;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/933e636e8cf8b00f8ce5ff3b67aecb5629375dcc564566173a5142fb4200644f.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "933e636e8cf8b00f8ce5ff3b67aecb5629375dcc564566173a5142fb4200644f",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-1301.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The transaction uses a plan of conversion and filed articles of conversion; the director issues a certificate of conversion after statutory requirements and fees are satisfied.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 428-902.6(a)-(b), articles of conversion",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The articles of conversion shall be delivered to the director.  The converted entity, if a domestic corporation, domestic professional corporation, domestic nonprofit corporation, general partnership, limited partnership, or domestic limited liability company shall attach a copy of its respective registration documents with the articles of conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/f0ceb802e16b5b09fa1ab3167d9f695fabb5536718b20de5f665d9693f94af9a.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0ceb802e16b5b09fa1ab3167d9f695fabb5536718b20de5f665d9693f94af9a",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0902_0006.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The destination law must permit an outbound conversion, and an inbound converter must be permitted by and comply with its home-jurisdiction law.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 428-902.5(a)-(b), conversion into and from limited liability companies",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The conversion is permitted by, and complies with, the laws of the state or country in which the converted entity is to be incorporated, formed, or organized; and the incorporation, formation, or organization of the converted entity complies with such laws;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/a5a0e5bcd891e7b2926618defb32bd962182597edf47b10f44ee6e61a0efb6b9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a5a0e5bcd891e7b2926618defb32bd962182597edf47b10f44ee6e61a0efb6b9",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0902_0005.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Hawaii LLC Act uses the term “conversion,” including for moves into and from foreign LLC status.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 428-902.5(a)-(b), conversion into and from limited liability companies",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Conversion into and from limited liability companies.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/a5a0e5bcd891e7b2926618defb32bd962182597edf47b10f44ee6e61a0efb6b9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a5a0e5bcd891e7b2926618defb32bd962182597edf47b10f44ee6e61a0efb6b9",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0902_0005.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.llc.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "HRS § 428-902.6(a)-(b), articles of conversion",
          "quote": "",
          "role": "negative_search_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/f0ceb802e16b5b09fa1ab3167d9f695fabb5536718b20de5f665d9693f94af9a.html",
          "source_sha256": "f0ceb802e16b5b09fa1ab3167d9f695fabb5536718b20de5f665d9693f94af9a",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0902_0006.htm"
        },
        {
          "pinpoint": "HRS § 428-903(1)-(8), effect of conversion",
          "quote": "",
          "role": "negative_search_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/126fa9f85bf2924bf209c26104111ff41a9abbc4f9a7c23ddfe3dd9326ce6632.html",
          "source_sha256": "126fa9f85bf2924bf209c26104111ff41a9abbc4f9a7c23ddfe3dd9326ce6632",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0903.htm"
        },
        {
          "pinpoint": "HRS § 428-904(e), approval of plan of merger incorporated by § 428-902.5(a)(1)",
          "quote": "",
          "role": "negative_search_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/b7ee070e4ce7e14bbee3e663c361f95203647d1b6fc98eb67fbf3e49338efe05.html",
          "source_sha256": "b7ee070e4ce7e14bbee3e663c361f95203647d1b6fc98eb67fbf3e49338efe05",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0904.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "The Hawaii LLC conversion provisions state no tax-clearance, tax-payment, or good-standing condition.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 428-902.5(a)-(b), conversion into and from limited liability companies",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/a5a0e5bcd891e7b2926618defb32bd962182597edf47b10f44ee6e61a0efb6b9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a5a0e5bcd891e7b2926618defb32bd962182597edf47b10f44ee6e61a0efb6b9",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0902_0005.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "HRS § 425-203(e), approval of merger plan",
          "quote": "A plan of merger shall be approved: (1) In the case of a domestic general partnership or limited liability partnership that is a party to the merger, unless otherwise provided by the partnership agreement, by the vote of all partners; and (2) In the case of a foreign general partnership or foreign limited liability partnership that is a party to the merger, by the vote required for approval of a merger by the laws of the state or foreign jurisdiction in which the foreign general partnership or foreign limited liability partnership is organized.",
          "role": "incorporated_partnership_approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/ddccf7f27c73315941e370b839e25802287cec529e6762dfc940fb8c1b2d6d69.html",
          "source_sha256": "ddccf7f27c73315941e370b839e25802287cec529e6762dfc940fb8c1b2d6d69",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425/HRS_0425-0203.htm"
        },
        {
          "pinpoint": "HRS § 428-904(e), approval of plan of merger incorporated by § 428-902.5(a)(1)",
          "quote": "A plan of merger shall be approved: (1) In the case of a limited liability company that is a party to the merger, unless otherwise provided in the operating agreement, by the members representing the percentage of ownership specified in the operating agreement, but not fewer than the members holding a majority of the ownership, or if provision is not made in the operating agreement, by all the members; and (2) In the case of a foreign limited liability company that is a party to the merger, by the vote required for approval of a merger by the law of the state or foreign jurisdiction in which the foreign limited liability company is organized.",
          "role": "incorporated_llc_approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/b7ee070e4ce7e14bbee3e663c361f95203647d1b6fc98eb67fbf3e49338efe05.html",
          "source_sha256": "b7ee070e4ce7e14bbee3e663c361f95203647d1b6fc98eb67fbf3e49338efe05",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0904.htm"
        },
        {
          "pinpoint": "HRS § 428-905(a), articles of merger incorporated by § 428-902.5(a)(1)",
          "quote": "After a plan of merger is approved in accordance with section 428-904(e), unless the merger is terminated under section 428-904(h), articles of merger shall be signed on behalf of each limited liability company and each other entity that is a party to the merger, and shall be delivered to the director for filing.",
          "role": "incorporated_filing_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/5f09ce5c94a0d87852696c345107f8b9dc63d8460b2aabad376ada4b991ee1bf.html",
          "source_sha256": "5f09ce5c94a0d87852696c345107f8b9dc63d8460b2aabad376ada4b991ee1bf",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0905.htm"
        },
        {
          "pinpoint": "HRS § 428-906(a), effect of merger incorporated by § 428-902.5(a)(1)",
          "quote": "When a merger takes effect:",
          "role": "incorporated_effect_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/c211211486c7cf35871eddd9d204b2aace4fc98c0047bc8ca98b73f352d29bc6.html",
          "source_sha256": "c211211486c7cf35871eddd9d204b2aace4fc98c0047bc8ca98b73f352d29bc6",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0906.htm"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The partners must approve under incorporated merger rules; the applicable threshold depends on the converted entity, governing agreement, and foreign law where relevant.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 425E-1102(a)(1), incorporated approval rules",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The domestic limited partnership acts on and its partners approve a plan of conversion in the manner prescribed by sections 425-203 and 428-904 to 428-906, as if the conversion is a merger to which the converting entity is a party and not the surviving entity;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/bd151c9975ae8cd3b088f6873413474bb222198bca4a5aed911623f8cfc0cee4.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bd151c9975ae8cd3b088f6873413474bb222198bca4a5aed911623f8cfc0cee4",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1102.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "On conversion, the entity continues without interruption; property, liabilities, creditor rights, and pending proceedings continue under HRS § 425E-1105.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 425E-1105(1)-(9), effect of conversion",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "When a conversion becomes effective: (1) The converting entity shall continue to exist without interruption, but in the organizational form of the converted entity; (2) All rights, title, and interest in all real estate and other property owned by the converting entity shall automatically be owned by the converted entity without reversion or impairment, subject to any existing liens or other encumbrances thereon; (3) All liabilities and obligations of the converting entity shall automatically be liabilities and obligations of the converted entity without impairment or diminution due to the conversion; (4) The rights of creditors of the converting entity shall continue against the converted entity and shall not be impaired or extinguished by the conversion; (5) Any action or proceeding pending by or against the converting entity may be continued by or against the converted entity without any need for substitution of parties; (6) The partnership interests and other forms of ownership in the converting entity that are to be converted into partnership interests, or other forms of ownership, in the converted entity as provided in the plan of conversion shall be converted; (7) A shareholder, partner, member, or other owner of the converted entity shall be liable for the debts and obligations of the converting entity that existed before the conversion takes effect only to the extent that the shareholder, partner, member, or other owner: (A) Agreed in writing to be liable for such debts or obligations; (B) Was liable under applicable law prior to the effective date of the conversion for such debts or obligations; or (C) Becomes liable under applicable law for existing debts and obligations of the converted entity by becoming a shareholder, partner, member, or other owner of the converted entity; (8) If the converted entity is a foreign limited partnership or other business entity incorporated, formed, or organized under a law other than the law of this State, the converted entity shall file with the director: (A) An agreement that the converted entity may be served with process in this State in any action or proceeding for the enforcement of any liability or obligation of the converting domestic limited partnership; (B) An irrevocable appointment of a resident of this State including the resident's street address, as its agent to accept service of process in any such proceeding; and (C) An agreement for the enforcement, as provided in this chapter, of the right of any dissenting shareholder, partner, member, or other owner to receive payment for their interest against the converted entity; and (9) If the converting partnership is a domestic limited partnership, section 425E-1106 shall apply as if the converted entity were the survivor of a merger with the converting entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/37a40b4124e21e423d281a95db7d157c5ecdbfce3d1f4881ea17a2d6e6ae7406.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "37a40b4124e21e423d281a95db7d157c5ecdbfce3d1f4881ea17a2d6e6ae7406",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1105.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign limited partnership or other entity may convert to a Hawaii limited partnership if its home-jurisdiction law permits the conversion and the transaction complies with that law.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 425E-1102(a)-(b), conversion into or from limited partnerships",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any foreign limited partnership or other entity may adopt a plan of conversion and convert to a domestic limited partnership if the conversion is permitted by and complies with the laws of the state or country in which the foreign limited partnership or other entity is incorporated, formed, or organized.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/bd151c9975ae8cd3b088f6873413474bb222198bca4a5aed911623f8cfc0cee4.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bd151c9975ae8cd3b088f6873413474bb222198bca4a5aed911623f8cfc0cee4",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1102.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "HRS § 425-203(e), approval of merger plan",
          "quote": "A plan of merger shall be approved: (1) In the case of a domestic general partnership or limited liability partnership that is a party to the merger, unless otherwise provided by the partnership agreement, by the vote of all partners; and (2) In the case of a foreign general partnership or foreign limited liability partnership that is a party to the merger, by the vote required for approval of a merger by the laws of the state or foreign jurisdiction in which the foreign general partnership or foreign limited liability partnership is organized.",
          "role": "incorporated_partnership_approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/ddccf7f27c73315941e370b839e25802287cec529e6762dfc940fb8c1b2d6d69.html",
          "source_sha256": "ddccf7f27c73315941e370b839e25802287cec529e6762dfc940fb8c1b2d6d69",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425/HRS_0425-0203.htm"
        },
        {
          "pinpoint": "HRS § 428-904(e), approval of plan of merger incorporated by § 428-902.5(a)(1)",
          "quote": "A plan of merger shall be approved: (1) In the case of a limited liability company that is a party to the merger, unless otherwise provided in the operating agreement, by the members representing the percentage of ownership specified in the operating agreement, but not fewer than the members holding a majority of the ownership, or if provision is not made in the operating agreement, by all the members; and (2) In the case of a foreign limited liability company that is a party to the merger, by the vote required for approval of a merger by the law of the state or foreign jurisdiction in which the foreign limited liability company is organized.",
          "role": "incorporated_llc_approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/b7ee070e4ce7e14bbee3e663c361f95203647d1b6fc98eb67fbf3e49338efe05.html",
          "source_sha256": "b7ee070e4ce7e14bbee3e663c361f95203647d1b6fc98eb67fbf3e49338efe05",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0904.htm"
        },
        {
          "pinpoint": "HRS § 428-905(a), articles of merger incorporated by § 428-902.5(a)(1)",
          "quote": "After a plan of merger is approved in accordance with section 428-904(e), unless the merger is terminated under section 428-904(h), articles of merger shall be signed on behalf of each limited liability company and each other entity that is a party to the merger, and shall be delivered to the director for filing.",
          "role": "incorporated_filing_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/5f09ce5c94a0d87852696c345107f8b9dc63d8460b2aabad376ada4b991ee1bf.html",
          "source_sha256": "5f09ce5c94a0d87852696c345107f8b9dc63d8460b2aabad376ada4b991ee1bf",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0905.htm"
        },
        {
          "pinpoint": "HRS § 428-906(a), effect of merger incorporated by § 428-902.5(a)(1)",
          "quote": "When a merger takes effect:",
          "role": "incorporated_effect_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/c211211486c7cf35871eddd9d204b2aace4fc98c0047bc8ca98b73f352d29bc6.html",
          "source_sha256": "c211211486c7cf35871eddd9d204b2aace4fc98c0047bc8ca98b73f352d29bc6",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0906.htm"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Hawaii limited partnership may convert to a foreign limited partnership or another entity if § 425E-1102(a)'s four conditions are met, including partner approval and permission under destination law.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 425E-1102(a)-(b), conversion into or from limited partnerships",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic limited partnership may adopt a plan of conversion and convert to a foreign limited partnership or any other entity if:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/bd151c9975ae8cd3b088f6873413474bb222198bca4a5aed911623f8cfc0cee4.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bd151c9975ae8cd3b088f6873413474bb222198bca4a5aed911623f8cfc0cee4",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1102.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Hawaii treats a foreign limited partnership's move into Hawaii as a conversion, allowed when its home law permits it and the transaction complies with that law.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 425E-1102(a)-(b), conversion into or from limited partnerships",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any foreign limited partnership or other entity may adopt a plan of conversion and convert to a domestic limited partnership if the conversion is permitted by and complies with the laws of the state or country in which the foreign limited partnership or other entity is incorporated, formed, or organized.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/bd151c9975ae8cd3b088f6873413474bb222198bca4a5aed911623f8cfc0cee4.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bd151c9975ae8cd3b088f6873413474bb222198bca4a5aed911623f8cfc0cee4",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1102.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "HRS § 425-203(e), approval of merger plan",
          "quote": "A plan of merger shall be approved: (1) In the case of a domestic general partnership or limited liability partnership that is a party to the merger, unless otherwise provided by the partnership agreement, by the vote of all partners; and (2) In the case of a foreign general partnership or foreign limited liability partnership that is a party to the merger, by the vote required for approval of a merger by the laws of the state or foreign jurisdiction in which the foreign general partnership or foreign limited liability partnership is organized.",
          "role": "incorporated_partnership_approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/ddccf7f27c73315941e370b839e25802287cec529e6762dfc940fb8c1b2d6d69.html",
          "source_sha256": "ddccf7f27c73315941e370b839e25802287cec529e6762dfc940fb8c1b2d6d69",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425/HRS_0425-0203.htm"
        },
        {
          "pinpoint": "HRS § 428-904(e), approval of plan of merger incorporated by § 428-902.5(a)(1)",
          "quote": "A plan of merger shall be approved: (1) In the case of a limited liability company that is a party to the merger, unless otherwise provided in the operating agreement, by the members representing the percentage of ownership specified in the operating agreement, but not fewer than the members holding a majority of the ownership, or if provision is not made in the operating agreement, by all the members; and (2) In the case of a foreign limited liability company that is a party to the merger, by the vote required for approval of a merger by the law of the state or foreign jurisdiction in which the foreign limited liability company is organized.",
          "role": "incorporated_llc_approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/b7ee070e4ce7e14bbee3e663c361f95203647d1b6fc98eb67fbf3e49338efe05.html",
          "source_sha256": "b7ee070e4ce7e14bbee3e663c361f95203647d1b6fc98eb67fbf3e49338efe05",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0904.htm"
        },
        {
          "pinpoint": "HRS § 428-905(a), articles of merger incorporated by § 428-902.5(a)(1)",
          "quote": "After a plan of merger is approved in accordance with section 428-904(e), unless the merger is terminated under section 428-904(h), articles of merger shall be signed on behalf of each limited liability company and each other entity that is a party to the merger, and shall be delivered to the director for filing.",
          "role": "incorporated_filing_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/5f09ce5c94a0d87852696c345107f8b9dc63d8460b2aabad376ada4b991ee1bf.html",
          "source_sha256": "5f09ce5c94a0d87852696c345107f8b9dc63d8460b2aabad376ada4b991ee1bf",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0905.htm"
        },
        {
          "pinpoint": "HRS § 428-906(a), effect of merger incorporated by § 428-902.5(a)(1)",
          "quote": "When a merger takes effect:",
          "role": "incorporated_effect_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/c211211486c7cf35871eddd9d204b2aace4fc98c0047bc8ca98b73f352d29bc6.html",
          "source_sha256": "c211211486c7cf35871eddd9d204b2aace4fc98c0047bc8ca98b73f352d29bc6",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0906.htm"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Hawaii treats a limited partnership's move to foreign limited-partnership status as a conversion; § 425E-1102(a)'s four conditions apply.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 425E-1102(a)-(b), conversion into or from limited partnerships",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic limited partnership may adopt a plan of conversion and convert to a foreign limited partnership or any other entity if:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/bd151c9975ae8cd3b088f6873413474bb222198bca4a5aed911623f8cfc0cee4.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bd151c9975ae8cd3b088f6873413474bb222198bca4a5aed911623f8cfc0cee4",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1102.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Eligible sources include foreign limited partnerships and corporations, LLCs, general partnerships, LLPs, and associations within § 425E-1101's definition.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 425E-1101, definition of 'Other business entity'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Other business entity\" means a corporation, limited liability company, general partnership, limited liability partnership, or association.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/fccfd5c35661bb1ade00b026574c77636df86916be6ce1811b07740ff5fc5b1f.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fccfd5c35661bb1ade00b026574c77636df86916be6ce1811b07740ff5fc5b1f",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1101.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Hawaii limited partnership may target a foreign limited partnership or another business entity within HRS § 425E-1101's definition, subject to the conversion conditions.",
      "fetch_event_id": null,
      "pinpoint": "HRS § 425E-1101, definition of 'Other business entity'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Other business entity\" means a corporation, limited liability company, general partnership, limited liability partnership, or association.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/fccfd5c35661bb1ade00b026574c77636df86916be6ce1811b07740ff5fc5b1f.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fccfd5c35661bb1ade00b026574c77636df86916be6ce1811b07740ff5fc5b1f",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1101.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filing-fee authority for limited-partnership articles of conversion is HRS § 425E-211(a)(12).",
      "fetch_event_id": null,
      "pinpoint": "HRS § 425E-211(a)(12), filing fee schedule",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Articles of conversion or merger, $100;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/HI/snapshots/c50/HI/2e594721491709c910f51603fb49fa9e997c8b805edcf1486facb7a0d62fac99.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2e594721491709c910f51603fb49fa9e997c8b805edcf1486facb7a0d62fac99",
      "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-0211.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#HI.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "HRS § 425E-1103(b), delivery of the articles to the director",
          "quote": "(b) The articles of conversion shall be delivered to the director for filing.",
          "role": "primary statute",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-1/HI/a7986fda9d5e4f21c85ef476c5b7d2ab7b1302bad658bb571b9c2b6b6e58d516.html",
          "source_sha256": "a7986fda9d5e4f21c85ef476c5b7d2ab7b1302bad658bb571b9c2b6b6e58d516",
          "source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1103.htm"
        },
        {
          "pinpoint": "HRS § 425E-1102(a), plan of conversion by a domestic limited partnership",
          "quote": "(a) A domestic limited partnership may adopt a plan of conversion and convert to a foreign limited partnership or any other entity if:",
          "role": "primary statute",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-1/HI/bd151c9975ae8cd3b088f6873413474bb222198bca4a5aed911623f8cfc0cee4.html",
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      ],
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    "structuring:pp-conversion-domestication#HI.lp.paired_jurisdiction_authorization": {
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      "display": "The destination law must permit an outbound conversion, and an inbound converter must be permitted by and comply with its home-jurisdiction law.",
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      "pinpoint": "HRS § 425E-1102(a)-(b), conversion into or from limited partnerships",
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      "publish_status": "publish_ready",
      "quote": "The conversion is permitted by and complies with the laws of the state or country in which the converted entity is to be incorporated, formed, or organized; and the incorporation, formation, or organization of the converted entity complies with such laws;",
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    "structuring:pp-conversion-domestication#HI.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Hawaii Uniform Limited Partnership Act uses the term “conversion,” including for moves into and from foreign limited-partnership status.",
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      "pinpoint": "HRS § 425E-1102(a)-(b), conversion into or from limited partnerships",
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      "quote": "Conversion into or from limited partnerships.",
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      "table": "structuring"
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    "structuring:pp-conversion-domestication#HI.lp.tax_clearance": {
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          "pinpoint": "HRS § 425E-1111, liability of general partners after conversion or merger",
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          "pinpoint": "HRS § 425-203 (approval rule incorporated by § 425E-1102(a)(1))",
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    "structuring:pp-conversion-domestication#IA.corp.approvals": {
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      "display": "The board adopts the plan and shareholders approve it by the statutory majority and voting-group rules; affected shareholders separately consent to new interest-holder liability.",
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      "pinpoint": "Iowa Code §490.932, Subchapter IX, Part 3",
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      "quote": "The plan of conversion shall first be adopted by the board of directors. 2. a. The plan of conversion shall then be approved by the shareholders. In submitting the plan of conversion to the shareholders for their approval, the board of directors must recommend that the shareholders approve the plan, unless any of the following applies: (1) The board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation. (2) Section 490.826 applies. b. If paragraph “a”, subparagraph (1) or (2) applies, the board of directors shall inform the shareholders of the basis for its so proceeding. 3. The board of directors may set conditions for approval of the plan of conversion by the shareholders or the effectiveness of the plan of conversion. 4. If the approval of the shareholders is to be given at a meeting, the corporation shall notify each shareholder, regardless of whether entitled to vote, of the meeting of shareholders at which the plan of conversion is to be submitted for approval. The notice must state that the purpose, or one of the purposes, of the meeting is to consider the plan of conversion and must contain or be accompanied by a copy or summary of the plan. The notice must include or be accompanied by a copy of the organic rules of the converted entity which are to be in writing as they will be in effect immediately after the conversion. 5. Unless the articles of incorporation, bylaws, or the board of directors acting pursuant to subsection 3, require a greater vote or a greater quorum, approval of the plan of conversion requires all of the following: a. The approval of the shareholders at a meeting at which a quorum exists consisting of a majority of the votes entitled to be cast on the plan. b. Except as provided in subsection 6, the approval of each class or series of shares voting as a separate voting group at a meeting at which a quorum of the voting group exists consisting of a majority of the votes entitled to be cast on the plan by that voting group. 6. If as a result of the conversion one or more shareholders of the converting domestic corporation would become subject to interest holder liability, approval of the plan of conversion shall require the signing in connection with the transaction, by each such shareholder, of a separate written consent to become subject to such interest holder liability.",
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      "display": "After conversion or domestication, the corporation continues as the same entity without interruption; property and liabilities remain and pending proceedings continue under the new name.",
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      "pinpoint": "Iowa Code §490.935(1), Subchapter IX, Part 3",
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      "quote": "When a conversion becomes effective all of the following shall apply: a. All property owned by, and every contract right possessed by, the converting entity remain the property and contract rights of the converted entity without transfer, reversion, or impairment. b. All debts, obligations, and other liabilities of the converting entity remain the debts, obligations, and other liabilities of the converted entity. c. The name of the converted entity may but need not be substituted for the name of the converting entity in any pending action or proceeding. d. If the converted entity is a filing entity or a domestic business corporation or a domestic or foreign nonprofit corporation, its public organic record and its private organic rules become effective. e. If the converted entity is a nonfiling entity, its private organic rules become effective. f. If the converted entity is a limited liability partnership, the filing required to become a limited liability partnership and its private organic rules become effective. g. The shares or eligible interests of the converting entity are reclassified into shares, eligible interests or other securities, obligations, rights to acquire shares, eligible interests or other securities, cash, or other property in accordance with the terms of the conversion, and the shareholders or interest holders of the converting entity are entitled only to the rights provided to them by those terms and to any appraisal rights they may have under the organic law of the converting entity. h. The converted entity is all of the following: (1) Incorporated or organized under and subject to the organic law of the converted entity. (2) The same entity without interruption as the converting entity. (3) Deemed to have been incorporated or otherwise organized on the date that the converting entity was originally incorporated or organized.",
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      "display": "A domestic eligible entity may convert into an Iowa corporation under its organic-law procedures or statutory fallbacks; a foreign eligible entity may do so if its organic law permits.",
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      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with this part and applicable provisions of its organic law, a domestic eligible entity may become a domestic corporation. If procedures for the approval of a conversion are not provided by the organic law or organic rules of a domestic eligible entity, the conversion shall be adopted and approved in the same manner as a merger of that eligible entity. If the organic law or organic rules of a domestic eligible entity do not provide procedures for the approval of either a conversion or a merger, a plan of conversion may nonetheless be adopted and approved by the unanimous consent of all the interest holders of such eligible entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch490-corporations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fe1e2012a6f71ecde84bef2068c4cebed0ba4476f03fd64fcc870c4b255dc43f",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Iowa corporation may convert to a domestic eligible entity or to a foreign eligible entity if that foreign entity's organic law permits the conversion.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §490.930(1), Subchapter IX, Part 3",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with this subchapter, a domestic corporation may become any of the following: a. A domestic eligible entity. b. A foreign eligible entity if the conversion is permitted by the organic law of the foreign entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch490-corporations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fe1e2012a6f71ecde84bef2068c4cebed0ba4476f03fd64fcc870c4b255dc43f",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign corporation may domesticate into Iowa if its organic law permits and it files articles of domestication with Iowa-compliant articles of incorporation attached.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §490.920(1), Subchapter IX, Part 2",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with the provisions of this part applicable to foreign corporations, a foreign corporation may become a domestic corporation if the domestication is permitted by the organic law of the foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch490-corporations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fe1e2012a6f71ecde84bef2068c4cebed0ba4476f03fd64fcc870c4b255dc43f",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Iowa corporation may domesticate to a foreign jurisdiction if that jurisdiction's organic law permits, after plan adoption, shareholder approval and filing articles of domestication.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §490.920(2), Subchapter IX, Part 2",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with the provisions of this part, a domestic corporation may become a foreign corporation pursuant to a plan of domestication if the domestication is permitted by the organic law of the foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch490-corporations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fe1e2012a6f71ecde84bef2068c4cebed0ba4476f03fd64fcc870c4b255dc43f",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Domestic or foreign nonprofit corporations and the unincorporated entity types defined in §490.140(58) are eligible conversion sources for an Iowa corporation.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §490.140(17), general definitions",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Eligible entity” means a domestic or foreign unincorporated entity or a domestic or foreign nonprofit corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch490-corporations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fe1e2012a6f71ecde84bef2068c4cebed0ba4476f03fd64fcc870c4b255dc43f",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Iowa corporation may convert to a domestic or foreign nonprofit corporation or an unincorporated entity type defined in §490.140(58).",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §490.140(17), general definitions",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Eligible entity” means a domestic or foreign unincorporated entity or a domestic or foreign nonprofit corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch490-corporations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fe1e2012a6f71ecde84bef2068c4cebed0ba4476f03fd64fcc870c4b255dc43f",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filing-fee locator for corporate articles of domestication or conversion is Iowa Code §490.122(1)(j)-(k).",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §490.122(1)(j)-(k), Subchapter I",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "j. Articles of domestication $ 50 k. Articles of conversion $ 50",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch490-corporations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fe1e2012a6f71ecde84bef2068c4cebed0ba4476f03fd64fcc870c4b255dc43f",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Chapter 490 requires a plan and a Secretary of State filing called articles of conversion or articles of domestication.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §490.933(3), Subchapter IX, Part 3",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The articles of conversion shall be delivered to the secretary of state for filing, and shall take effect at the effective date determined in accordance with section 490.123.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch490-corporations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fe1e2012a6f71ecde84bef2068c4cebed0ba4476f03fd64fcc870c4b255dc43f",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The other jurisdiction's organic law must permit a corporate domestication or a conversion involving a foreign eligible entity.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §490.920(2), Subchapter IX, Part 2",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with the provisions of this part, a domestic corporation may become a foreign corporation pursuant to a plan of domestication if the domestication is permitted by the organic law of the foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch490-corporations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fe1e2012a6f71ecde84bef2068c4cebed0ba4476f03fd64fcc870c4b255dc43f",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Iowa uses the statutory terms 'conversion' and 'domestication' in the Business Corporation Act.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §490.901(1)(a), (f), Subchapter IX, Part 1",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Domestication” means a transaction pursuant to part 2.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch490-corporations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fe1e2012a6f71ecde84bef2068c4cebed0ba4476f03fd64fcc870c4b255dc43f",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Chapter 490 states no tax-clearance, tax-payment or good-standing condition for corporate conversion or domestication.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch490-corporations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fe1e2012a6f71ecde84bef2068c4cebed0ba4476f03fd64fcc870c4b255dc43f",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "All voting members must approve an LLC conversion or domestication, with separate recorded consent from a member assuming post-transaction liability unless the statutory exceptions apply.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §489.1043(1), Subchapter X, Part 4",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A plan of conversion is not effective unless it has been approved according to all of the following: a. By a domestic converting limited liability company, by all the members of the limited liability company entitled to vote on or consent to any matter. b. In a record, by each member of a domestic converting limited liability company which will have interest holder liability for debts, obligations, and other liabilities that are incurred after the conversion becomes effective, unless all of the following apply: (1) The operating agreement of the limited liability company provides in a record for the approval of a conversion or a merger in which some or all of its members become subject to interest holder liability by the affirmative vote or consent of fewer than all the members. (2) The member voted for or consented in a record to that provision of the operating agreement or became a member after the adoption of that provision.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch489-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8eb15af9fc83a7b45ffc67075c38ca33065a32ab9f1f708e440c533fe713b628",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "After conversion or domestication, the entity continues without interruption; property, debts, rights and pending proceedings remain with the converted or domesticated entity.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §489.1046(1), Subchapter X, Part 4",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "When a conversion becomes effective all of the following apply: a. The converted entity is any of the following: (1) Organized under and subject to the organic law of the converted entity. (2) The same entity without interruption as the converting entity. b. All property of the converting entity continues to be vested in the converted entity without transfer, reversion, or impairment. c. All debts, obligations, and other liabilities of the converting entity continue as debts, obligations, and other liabilities of the converted entity. d. Except as otherwise provided by law or the plan of conversion, all the rights, privileges, immunities, powers, and purposes of the converting entity remain in the converted entity. e. The name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding. f. The certificate of organization of the converted entity becomes effective. g. The provisions of the operating agreement of the converted entity which are to be in a record, if any, approved as part of the plan of conversion become effective. h. The interests in the converting entity are converted, and the interest holders of the converting entity are entitled only to the rights provided to them under the plan of conversion and to any appraisal rights they have under section 489.1006.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch489-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8eb15af9fc83a7b45ffc67075c38ca33065a32ab9f1f708e440c533fe713b628",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic or foreign entity other than an LLC may convert into an Iowa LLC; a foreign entity's law must authorize the conversion, while a domestic entity must comply and file the statement.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §489.1041(2), Subchapter X, Part 4",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with the provisions of this part applicable to foreign entities, a foreign entity that is not a foreign limited liability company may become a domestic limited liability company if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch489-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8eb15af9fc83a7b45ffc67075c38ca33065a32ab9f1f708e440c533fe713b628",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic Iowa LLC may convert to a different domestic entity type, or to a different foreign entity type if the foreign jurisdiction's law authorizes it.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §489.1041(1), Subchapter X, Part 4",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with this part, a domestic limited liability company may become any of the following: a. A domestic entity that is a different type of entity. b. A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch489-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8eb15af9fc83a7b45ffc67075c38ca33065a32ab9f1f708e440c533fe713b628",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign LLC may domesticate into Iowa if its formation jurisdiction authorizes the move and it files the required statement and attached certificate of organization.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §489.1051(2), Subchapter X, Part 5",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with the provisions of this part applicable to foreign limited liability companies, a foreign limited liability company may become a domestic limited liability company if the domestication is authorized by the law of the foreign limited liability company’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch489-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8eb15af9fc83a7b45ffc67075c38ca33065a32ab9f1f708e440c533fe713b628",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Iowa LLC may domesticate to a foreign jurisdiction if that jurisdiction's law authorizes the move and the LLC approves a plan and files a statement of domestication.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §489.1051(1), Subchapter X, Part 5",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with this part, a domestic limited liability company may become a foreign limited liability company if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch489-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8eb15af9fc83a7b45ffc67075c38ca33065a32ab9f1f708e440c533fe713b628",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Entities within §489.1001(11), other than a foreign or domestic LLC, may be conversion sources for an Iowa LLC under §489.1041(2) and (4).",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §489.1001(11), Subchapter X, Part 1",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity” means any of the following: (1) A business corporation. (2) A nonprofit corporation. (3) A general partnership, including a limited liability partnership. (4) A limited partnership, including a limited liability limited partnership. (5) A limited liability company. (6) A domestic cooperative. (7) An unincorporated nonprofit association. (8) A statutory trust, business trust, or common-law business trust. (9) Any other person that has any of the following: (a) A legal existence separate from any interest holder of that person. (b) The power to acquire an interest in real property in its own name. b. “Entity” does not include any of the following: (1) An individual. (2) A trust with a predominantly donative purpose or a charitable trust. (3) An association or relationship that is not an entity listed in paragraph “a” and is not a partnership under the rules stated in section 486A.202, subsection 3, or a similar provision of the law of another jurisdiction. (4) A decedent’s estate. (5) A government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch489-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8eb15af9fc83a7b45ffc67075c38ca33065a32ab9f1f708e440c533fe713b628",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Iowa LLC may convert to a different entity type within §489.1001(11), domestically or in a foreign jurisdiction whose law authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §489.1001(11), Subchapter X, Part 1",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity” means any of the following: (1) A business corporation. (2) A nonprofit corporation. (3) A general partnership, including a limited liability partnership. (4) A limited partnership, including a limited liability limited partnership. (5) A limited liability company. (6) A domestic cooperative. (7) An unincorporated nonprofit association. (8) A statutory trust, business trust, or common-law business trust. (9) Any other person that has any of the following: (a) A legal existence separate from any interest holder of that person. (b) The power to acquire an interest in real property in its own name. b. “Entity” does not include any of the following: (1) An individual. (2) A trust with a predominantly donative purpose or a charitable trust. (3) An association or relationship that is not an entity listed in paragraph “a” and is not a partnership under the rules stated in section 486A.202, subsection 3, or a similar provision of the law of another jurisdiction. (4) A decedent’s estate. (5) A government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch489-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8eb15af9fc83a7b45ffc67075c38ca33065a32ab9f1f708e440c533fe713b628",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filing-fee locator for an LLC statement of domestication or conversion is Iowa Code §489.122(1)(m)-(n).",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §489.122(1)(m)-(n), Subchapter I",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "m. Statement of domestication $ 50 n. Statement of conversion $ 50",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch489-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8eb15af9fc83a7b45ffc67075c38ca33065a32ab9f1f708e440c533fe713b628",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Chapter 489 requires a plan and a Secretary of State filing called a statement of conversion or statement of domestication.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §489.1045(1), Subchapter X, Part 4",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A statement of conversion must be signed by the converting entity and delivered to the secretary of state for filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch489-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8eb15af9fc83a7b45ffc67075c38ca33065a32ab9f1f708e440c533fe713b628",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Foreign-law authorization is required for an Iowa LLC's foreign conversion or domestication and for a foreign entity's conversion or domestication into Iowa.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §489.1051(1), Subchapter X, Part 5",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with this part, a domestic limited liability company may become a foreign limited liability company if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch489-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8eb15af9fc83a7b45ffc67075c38ca33065a32ab9f1f708e440c533fe713b628",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Iowa uses the statutory terms 'conversion' and 'domestication' in Chapter 489.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §489.1001(3), (10), Subchapter X, Part 1",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Domestication” means a transaction authorized by part 5.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch489-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8eb15af9fc83a7b45ffc67075c38ca33065a32ab9f1f708e440c533fe713b628",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Chapter 489 states no tax-clearance, tax-payment or good-standing condition for LLC conversion or domestication.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch489-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8eb15af9fc83a7b45ffc67075c38ca33065a32ab9f1f708e440c533fe713b628",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "All partners must consent to an Iowa limited partnership's conversion plan; amendment or abandonment follows the plan or the same consent unless the plan prohibits it.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §488.1103, Article 11",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subject to section 488.1110, a plan of conversion must be consented to by all the partners of a converting limited partnership. 2. Subject to section 488.1110 and any contractual rights, after a conversion is approved, and at any time before a filing is made under section 488.1104, a converting limited partnership may amend the plan or abandon the planned conversion according to any or all of the following: a. As provided in the plan. b. Except as prohibited by the plan, by the same consent as was required to approve the plan.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch488-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "969e5b8e28719bcaf7c6e8cd2a67e0d644e9668a25f41ec7b0f72226ce022a14",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A converted organization is the same entity; property remains vested, obligations continue, pending proceedings continue, and conversion does not itself dissolve the LP.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §488.1105(1)-(2), Article 11",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "An organization that has been converted pursuant to this article is for all purposes the same entity that existed before the conversion. 2. When a conversion takes effect, all of the following apply: a. All property owned by the converting organization remains vested in the converted organization. b. All debts, liabilities, and other obligations of the converting organization continue as obligations of the converted organization. c. An action or proceeding pending by or against the converting organization may be continued as if the conversion had not occurred. d. Except as prohibited by other law, all of the rights, privileges, immunities, powers, and purposes of the converting organization remain vested in the converted organization. e. Except as otherwise provided in the plan of conversion, the terms and conditions of the plan of conversion take effect. f. Except as otherwise agreed, the conversion does not dissolve a converting limited partnership for the purposes of article 8.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch488-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "969e5b8e28719bcaf7c6e8cd2a67e0d644e9668a25f41ec7b0f72226ce022a14",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An organization other than a limited partnership may convert into an Iowa limited partnership if the other organization's governing statute authorizes and does not prohibit the conversion and the organization complies with that statute.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §488.1102(1), Article 11",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization pursuant to this section and sections 488.1103 through 488.1105 and a plan of conversion, if all of the following apply: 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. c. The other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch488-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "969e5b8e28719bcaf7c6e8cd2a67e0d644e9668a25f41ec7b0f72226ce022a14",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Iowa limited partnership may convert to another organization if the other organization's governing statute authorizes and does not prohibit the conversion and the organization complies with that statute.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §488.1102(1), Article 11",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization pursuant to this section and sections 488.1103 through 488.1105 and a plan of conversion, if all of the following apply: 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. c. The other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch488-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "969e5b8e28719bcaf7c6e8cd2a67e0d644e9668a25f41ec7b0f72226ce022a14",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No inbound limited-partnership domestication, redomestication, continuance or domicile-transfer authorization was located in the complete Chapter 488 text.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch488-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "969e5b8e28719bcaf7c6e8cd2a67e0d644e9668a25f41ec7b0f72226ce022a14",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No outbound limited-partnership domestication, redomestication, continuance or domicile-transfer authorization was located in the complete Chapter 488 text.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch488-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "969e5b8e28719bcaf7c6e8cd2a67e0d644e9668a25f41ec7b0f72226ce022a14",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Any domestic or foreign organization in §488.1101(8), other than a limited partnership, may be a conversion source for an Iowa limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §488.1101(8), Article 11",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Organization” means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. The term includes domestic and foreign organizations whether or not organized for profit.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch488-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "969e5b8e28719bcaf7c6e8cd2a67e0d644e9668a25f41ec7b0f72226ce022a14",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Iowa limited partnership may convert to another domestic or foreign organization within the complete definition in §488.1101(8).",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §488.1101(8), Article 11",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Organization” means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. The term includes domestic and foreign organizations whether or not organized for profit.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch488-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "969e5b8e28719bcaf7c6e8cd2a67e0d644e9668a25f41ec7b0f72226ce022a14",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Articles of conversion are not separately enumerated in the fee list; the filing-fee locator is the Chapter 488 catch-all in §488.117A(1)(p).",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §488.117A(1)(p), Article 1",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "p. Any other document required or permitted to be filed $ 5",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch488-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "969e5b8e28719bcaf7c6e8cd2a67e0d644e9668a25f41ec7b0f72226ce022a14",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The transaction uses a plan of conversion; an outgoing LP files articles of conversion, while an incoming entity files a certificate of limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §488.1104(1)(a), Article 11",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A converting limited partnership shall deliver to the secretary of state for filing articles of conversion, which must include all of the following: (1) A statement that the limited partnership has been converted into another organization. (2) The name and form of the organization and the jurisdiction of its governing statute. (3) The date the conversion is effective under the governing statute of the converted organization. (4) A statement that the conversion was approved as required by this chapter. (5) A statement that the conversion was approved as required by the governing statute of the converted organization. (6) If the converted organization is a foreign organization not authorized to transact business in this state, the street and mailing address of an office which the secretary of state may use for the purposes of section 488.1105, subsection 3.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch488-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "969e5b8e28719bcaf7c6e8cd2a67e0d644e9668a25f41ec7b0f72226ce022a14",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion requires the other organization's governing statute to authorize and not prohibit the conversion, and requires that organization to comply with its governing statute.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §488.1102(1), Article 11",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization pursuant to this section and sections 488.1103 through 488.1105 and a plan of conversion, if all of the following apply: 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. c. The other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch488-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "969e5b8e28719bcaf7c6e8cd2a67e0d644e9668a25f41ec7b0f72226ce022a14",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Chapter 488 uses 'conversion'; no domestication, redomestication, continuance or domicile-transfer term appears in the complete act.",
      "fetch_event_id": null,
      "pinpoint": "Iowa Code §488.1101(5), Article 11",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Converting organization” means an organization that converts into another organization pursuant to section 488.1102.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch488-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "969e5b8e28719bcaf7c6e8cd2a67e0d644e9668a25f41ec7b0f72226ce022a14",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IA.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Chapter 488 states no tax-clearance, tax-payment or good-standing condition for limited-partnership conversion.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/IA/snapshots/ia-code-ch488-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "969e5b8e28719bcaf7c6e8cd2a67e0d644e9668a25f41ec7b0f72226ce022a14",
      "source_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-29-921, heading ACTION ON A PLAN OF DOMESTICATION",
          "quote": "30-29-921. ACTION ON A PLAN OF DOMESTICATION. In the case of a domestication of a domestic corporation into a foreign jurisdiction, the plan of domestication shall be adopted in the following manner, notwithstanding the provisions of section 30-22-503(a), Idaho Code: (a) The plan of domestication shall first be adopted by the board of directors. (b) The plan of domestication shall then be approved by the shareholders. In submitting the plan of domestication to the shareholders for approval, the board of directors shall recommend that the shareholders approve the plan, unless either the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation; or section 30-29-826, Idaho Code, applies. In either case, the board shall inform the shareholders of the basis for its so proceeding. (c) The board of directors may set conditions for approval of the plan of domestication by the shareholders or the effectiveness of the plan of domestication. (d) If the approval of the shareholders is to be given at a meeting, the corporation shall notify each shareholder, regardless of whether entitled to vote, of the meeting of shareholders at which the plan of domestication is to be submitted for approval. The notice must state that the purpose, or one (1) of the purposes, of the meeting is to consider the plan of domestication and must contain or be accompanied by a copy or summary of the plan. The notice must include or be accompanied by a copy of the articles of incorporation and the bylaws as they will be in effect immediately after the domestication. (e) Unless the articles of incorporation, or the board of directors acting pursuant to subsection (c) of this section, require a greater vote or a greater quorum, approval of the plan of domestication requires the approval of the shareholders at a meeting at which a quorum exists consisting of a majority of the votes entitled to be cast on the plan, and, except as provided in subsection (f) of this section, the approval of each class or series of shares voting as a separate voting group at a meeting at which a quorum of the voting group exists consisting of a majority of the votes entitled to be cast on the plan by that voting group. (f) The articles of incorporation may expressly limit or eliminate the separate voting rights provided in subsection (e) of this section as to any class or series of shares, except when the articles of incorporation of the foreign corporation resulting from the domestication include what would be in effect an amendment that would entitle the class or series to vote as a separate group under section 30-29-1004, Idaho Code, if it were a proposed amendment of the articles of incorporation of the domestic domesticating corporation. (g) If as a result of a domestication one (1) or more shareholders of a domestic corporation would become subject to interest holder liability, approval of the plan of domestication shall require the signing in connection with the domestication, by each such shareholder, of a separate writ- ten consent to become subject to such interest holder liability, unless in the case of a shareholder that already has interest holder liability with respect to the domesticating corporation, the terms and conditions of the interest holder liability with respect to the domesticated corporation are substantially identical to those of the existing interest holder liability other than for changes that eliminate or reduce such interest holder liability.",
          "role": "corporation domestication approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/ID/52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974.pdf",
          "source_sha256": "52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH29.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Corporation conversion and domestication plans require board adoption and shareholder approval under corporation-specific rules.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-29-932, heading ACTION ON A PLAN OF CONVERSION",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "30-29-932. ACTION ON A PLAN OF CONVERSION. In the case of a conversion of a domestic corporation to a domestic or foreign eligible entity, the plan of conversion shall be adopted in the following manner, notwithstanding the provisions of section 30-22-403(a), Idaho Code: (a) The plan of conversion shall first be adopted by the board of directors. (b) The plan of conversion shall then be approved by the shareholders. In submitting the plan of conversion to the shareholders for their approval, the board of directors must recommend that the shareholders approve the plan, unless either the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation; or section 30-29-826, Idaho Code, applies. In either case, the board of directors shall inform the shareholders of the basis for its so proceeding. (c) The board of directors may set conditions for approval of the plan of conversion by the shareholders or the effectiveness of the plan of conversion. (d) If the approval of the shareholders is to be given at a meeting, the corporation shall notify each shareholder, regardless of whether entitled to vote, of the meeting of shareholders at which the plan of conversion is to be submitted for approval. The notice must state that the purpose, or one (1) of the purposes, of the meeting is to consider the plan of conversion and must contain or be accompanied by a copy or summary of the plan. The notice must include or be accompanied by a copy of the organic rules of the converted entity which are to be in writing as they will be in effect immediately after the conversion. (e) Unless the articles of incorporation, or the board of directors acting pursuant to subsection (c) of this section, require a greater vote or a greater quorum, approval of the plan of conversion requires the approval of the shareholders at a meeting at which a quorum exists consisting of a majority of the votes entitled to be cast on the plan, and the approval of each class or series of shares voting as a separate voting group at a meeting at which a quorum of the voting group exists consisting of a majority of the votes entitled to be cast on the plan by that voting group. (f) If as a result of the conversion one (1) or more shareholders of the converting domestic corporation would become subject to interest holder liability, approval of the plan of conversion shall require the signing in connection with the transaction, by each such shareholder, of a separate written consent to become subject to such interest holder liability.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/ID/52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH29.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-22-506(a), heading EFFECT OF DOMESTICATION",
          "quote": "(a) When a domestication becomes effective: (1) The domesticated entity is: (A) Organized under and subject to the organic law of the domesticated entity; and (B) The same entity without interruption as the domesticating entity; (2) All property of the domesticating entity continues to be vested in the domesticated entity without transfer, reversion or impairment; (3) All debts, obligations, and other liabilities of the domesticating entity continue as debts, obligations, and other liabilities of the domesticated entity; (4) Except as otherwise provided by law or the plan of domestication, all of the rights, privileges, immunities, powers, and purposes of the domesticating entity remain in the domesticated entity; (5) The name of the domesticated entity may be substituted for the name of the domesticating entity in any pending action or proceeding; (6) If the domesticated entity is a filing entity, its public organic record is effective; (7) If the domesticated entity is a limited liability partnership, its statement of qualification is effective simultaneously; (8) The private organic rules of the domesticated entity that are to be in a record, if any, approved as part of the plan of domestication are effective; and (9) The interests in the domesticating entity are converted to the extent and as approved in connection with the domestication, and the interest holders of the domesticating entity are entitled only to the rights provided to them under the plan of domestication and to any appraisal rights as provided in section 30-22-109, Idaho Code, and the domesticating entity's organic law.",
          "role": "parallel domestication effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        },
        {
          "pinpoint": "Idaho Code § 30-29-901, heading DEFINITIONS",
          "quote": "30-29-901. DEFINITIONS. (a) As used in this part: (1) \"Domesticated corporation\" means a domesticated entity that is a corporation. (2) \"Domesticating corporation\" means a domesticating entity that is a corporation. (b) The following definitions in chapter 22, title 30, Idaho Code, shall apply to this part: (1) \"Conversion\" is as defined in section 30-22-102(a)(4), Idaho Code. (2) \"Converted entity\" is as defined in section 30-22-102(a)(5), Idaho Code. (3) \"Converting entity\" is as defined in section 30-22-102(a)(6), Idaho Code. (4) \"Domesticated entity\" is as defined in section 30-22-102(a)(7), Idaho Code. (5) \"Domesticating entity\" is as defined in section 30-22-102(a)(8), Idaho Code. (6) \"Domestication\" is as defined in section 30-22-102(a)(9), Idaho Code. (7) \"Protected agreement\" is as defined in section 30-22-102(a)(19), Idaho Code.",
          "role": "corporation-act applicability",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/ID/52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974.pdf",
          "source_sha256": "52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH29.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Conversion and domestication preserve the same entity without interruption, vested property, liabilities, rights, and pending proceedings.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-406(a), heading EFFECT OF CONVERSION",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective: (1) The converted entity is: (A) Organized under and subject to the organic law of the converted entity; and (B) The same entity without interruption as the converting entity; (2) All property of the converting entity continues to be vested in the converted entity without transfer, reversion or impairment; (3) All debts, obligations, and other liabilities of the converting entity continue as debts, obligations, and other liabilities of the converted entity; (4) Except as otherwise provided by law or the plan of conversion, all of the rights, privileges, immunities, powers, and purposes of the converting entity remain in the converted entity; (5) The name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) If a converted entity is a filing entity, its public organic record is effective; (7) If the converted entity is a limited liability partnership, its statement of qualification is effective; (8) The private organic rules of the converted entity that are to be in a record, if any, approved as part of the plan of conversion are effective; and (9) The interests in the converting entity are converted, and the interest holders of the converting entity are entitled only to the rights provided to them under the plan of conversion and to any appraisal rights they have under section 30-22-109, Idaho Code, and the converting entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.corp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-29-901, heading DEFINITIONS",
          "quote": "30-29-901. DEFINITIONS. (a) As used in this part: (1) \"Domesticated corporation\" means a domesticated entity that is a corporation. (2) \"Domesticating corporation\" means a domesticating entity that is a corporation. (b) The following definitions in chapter 22, title 30, Idaho Code, shall apply to this part: (1) \"Conversion\" is as defined in section 30-22-102(a)(4), Idaho Code. (2) \"Converted entity\" is as defined in section 30-22-102(a)(5), Idaho Code. (3) \"Converting entity\" is as defined in section 30-22-102(a)(6), Idaho Code. (4) \"Domesticated entity\" is as defined in section 30-22-102(a)(7), Idaho Code. (5) \"Domesticating entity\" is as defined in section 30-22-102(a)(8), Idaho Code. (6) \"Domestication\" is as defined in section 30-22-102(a)(9), Idaho Code. (7) \"Protected agreement\" is as defined in section 30-22-102(a)(19), Idaho Code.",
          "role": "corporation-act applicability",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/ID/52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974.pdf",
          "source_sha256": "52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH29.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign entity may convert into an Idaho business corporation if its formation jurisdiction authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-401(b), heading CONVERSION AUTHORIZED",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) By complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-29-901, heading DEFINITIONS",
          "quote": "30-29-901. DEFINITIONS. (a) As used in this part: (1) \"Domesticated corporation\" means a domesticated entity that is a corporation. (2) \"Domesticating corporation\" means a domesticating entity that is a corporation. (b) The following definitions in chapter 22, title 30, Idaho Code, shall apply to this part: (1) \"Conversion\" is as defined in section 30-22-102(a)(4), Idaho Code. (2) \"Converted entity\" is as defined in section 30-22-102(a)(5), Idaho Code. (3) \"Converting entity\" is as defined in section 30-22-102(a)(6), Idaho Code. (4) \"Domesticated entity\" is as defined in section 30-22-102(a)(7), Idaho Code. (5) \"Domesticating entity\" is as defined in section 30-22-102(a)(8), Idaho Code. (6) \"Domestication\" is as defined in section 30-22-102(a)(9), Idaho Code. (7) \"Protected agreement\" is as defined in section 30-22-102(a)(19), Idaho Code.",
          "role": "corporation-act applicability",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/ID/52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974.pdf",
          "source_sha256": "52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH29.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An Idaho business corporation may convert to a different domestic entity type; a foreign destination also requires authorization under that jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-401(a), heading CONVERSION AUTHORIZED",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) By complying with this part, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-29-901, heading DEFINITIONS",
          "quote": "30-29-901. DEFINITIONS. (a) As used in this part: (1) \"Domesticated corporation\" means a domesticated entity that is a corporation. (2) \"Domesticating corporation\" means a domesticating entity that is a corporation. (b) The following definitions in chapter 22, title 30, Idaho Code, shall apply to this part: (1) \"Conversion\" is as defined in section 30-22-102(a)(4), Idaho Code. (2) \"Converted entity\" is as defined in section 30-22-102(a)(5), Idaho Code. (3) \"Converting entity\" is as defined in section 30-22-102(a)(6), Idaho Code. (4) \"Domesticated entity\" is as defined in section 30-22-102(a)(7), Idaho Code. (5) \"Domesticating entity\" is as defined in section 30-22-102(a)(8), Idaho Code. (6) \"Domestication\" is as defined in section 30-22-102(a)(9), Idaho Code. (7) \"Protected agreement\" is as defined in section 30-22-102(a)(19), Idaho Code.",
          "role": "corporation-act applicability",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/ID/52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974.pdf",
          "source_sha256": "52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH29.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign business corporation may domesticate into Idaho if its formation jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-501(b), heading DOMESTICATION AUTHORIZED",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-29-901, heading DEFINITIONS",
          "quote": "30-29-901. DEFINITIONS. (a) As used in this part: (1) \"Domesticated corporation\" means a domesticated entity that is a corporation. (2) \"Domesticating corporation\" means a domesticating entity that is a corporation. (b) The following definitions in chapter 22, title 30, Idaho Code, shall apply to this part: (1) \"Conversion\" is as defined in section 30-22-102(a)(4), Idaho Code. (2) \"Converted entity\" is as defined in section 30-22-102(a)(5), Idaho Code. (3) \"Converting entity\" is as defined in section 30-22-102(a)(6), Idaho Code. (4) \"Domesticated entity\" is as defined in section 30-22-102(a)(7), Idaho Code. (5) \"Domesticating entity\" is as defined in section 30-22-102(a)(8), Idaho Code. (6) \"Domestication\" is as defined in section 30-22-102(a)(9), Idaho Code. (7) \"Protected agreement\" is as defined in section 30-22-102(a)(19), Idaho Code.",
          "role": "corporation-act applicability",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/ID/52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974.pdf",
          "source_sha256": "52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH29.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An Idaho business corporation may domesticate into a foreign jurisdiction if that jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-501(a), heading DOMESTICATION AUTHORIZED",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this section, by complying with this part, a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-22-401(a)-(b), heading CONVERSION AUTHORIZED",
          "quote": "30-22-401. CONVERSION AUTHORIZED. (a) By complying with this part, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation. (b) By complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation. (c) If a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a conversion, the provision applies to a conversion of the entity as if the conversion were a merger until the provision is amended after July 1, 2007.",
          "role": "different-type conversion rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign statutory “entity” of a different type may convert into an Idaho business corporation, subject to the foreign-law condition.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-21-102(11), heading DEFINITIONS",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(11) \"Entity\": (A) Means: (i) A business corporation; (ii) A nonprofit corporation; (iii) A general partnership, including a limited liability partnership; (iv) A limited partnership, including a limited liability limited partnership; (v) A limited liability company; (vi) A general cooperative association; (vii) A limited cooperative association; (viii) An unincorporated nonprofit association; (ix) A statutory trust, business trust, or common-law business trust; or (x) Any other person that has: (I) A legal existence separate from any interest holder of that person; or (II) The power to acquire an interest in real property in its own name; and (B) Does not include: (i) An individual; (ii) A trust with a predominately donative purpose or a charitable trust; (iii) An association or relationship that is not listed in paragraph (A) of this subsection and is not a partnership under the rules stated in section 30-23-202(c), Idaho Code, or a similar provision of the law of another jurisdiction; (iv) A decedent's estate; or (v) A government or a governmental subdivision, agency or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/ID/3dd0ba79ea463fc2dec3a1fb37427ac3eda9a3b7170920c8cc5a407eb4ecdffb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3dd0ba79ea463fc2dec3a1fb37427ac3eda9a3b7170920c8cc5a407eb4ecdffb",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-22-401(a)-(b), heading CONVERSION AUTHORIZED",
          "quote": "30-22-401. CONVERSION AUTHORIZED. (a) By complying with this part, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation. (b) By complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation. (c) If a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a conversion, the provision applies to a conversion of the entity as if the conversion were a merger until the provision is amended after July 1, 2007.",
          "role": "different-type conversion rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An Idaho business corporation may convert to any different statutory “entity” type, with a foreign-law condition for a foreign target.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-21-102(11), heading DEFINITIONS",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(11) \"Entity\": (A) Means: (i) A business corporation; (ii) A nonprofit corporation; (iii) A general partnership, including a limited liability partnership; (iv) A limited partnership, including a limited liability limited partnership; (v) A limited liability company; (vi) A general cooperative association; (vii) A limited cooperative association; (viii) An unincorporated nonprofit association; (ix) A statutory trust, business trust, or common-law business trust; or (x) Any other person that has: (I) A legal existence separate from any interest holder of that person; or (II) The power to acquire an interest in real property in its own name; and (B) Does not include: (i) An individual; (ii) A trust with a predominately donative purpose or a charitable trust; (iii) An association or relationship that is not listed in paragraph (A) of this subsection and is not a partnership under the rules stated in section 30-23-202(c), Idaho Code, or a similar provision of the law of another jurisdiction; (iv) A decedent's estate; or (v) A government or a governmental subdivision, agency or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/ID/3dd0ba79ea463fc2dec3a1fb37427ac3eda9a3b7170920c8cc5a407eb4ecdffb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3dd0ba79ea463fc2dec3a1fb37427ac3eda9a3b7170920c8cc5a407eb4ecdffb",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The filing-fee locator is Idaho Code § 30-21-214(b)(5)-(6).",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-21-214(b)(5)-(6), heading FEES",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(5) Statement of conversion ................................. $30.00 (6) Statement of domestication .............................. $30.00",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/ID/3dd0ba79ea463fc2dec3a1fb37427ac3eda9a3b7170920c8cc5a407eb4ecdffb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3dd0ba79ea463fc2dec3a1fb37427ac3eda9a3b7170920c8cc5a407eb4ecdffb",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-22-402(a), heading PLAN OF CONVERSION",
          "quote": "(a) A domestic entity may convert to a different type of entity under this part by approving a plan of conversion. The plan must be in a record and contain: (1) The name and type of entity of the converting entity; (2) The name, jurisdiction of formation, and type of entity of the converted entity; (3) The manner of converting the interests in the converting entity into interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing; (4) The proposed public organic record of the converted entity if it will be a filing entity; (5) The full text of the private organic rules of the converted entity that are proposed to be in a record; (6) The other terms and conditions of the conversion; and (7) Any other provision required by the law of this state or the organic rules of the converting entity.",
          "role": "conversion plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        },
        {
          "pinpoint": "Idaho Code § 30-22-405(e), heading STATEMENT OF CONVERSION",
          "quote": "(e) A plan of conversion that is signed by a domestic converting entity and meets all the requirements of subsection (b) of this section may be delivered to the secretary of state 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, references in this chapter to a statement of conversion refer to the plan of conversion filed under this subsection.",
          "role": "plan may substitute for statement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        },
        {
          "pinpoint": "Idaho Code § 30-22-502(a), heading PLAN OF DOMESTICATION",
          "quote": "(a) A domestic entity may become a foreign entity in a domestication by approving a plan of domestication. The plan must be in a record and contain: (1) The name and type of entity of the domesticating entity; (2) The name and jurisdiction of formation of the domesticated entity; (3) The manner of converting the interests in the domesticating entity into interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing; (4) The proposed public organic record of the domesticated entity if it is a filing entity; (5) The full text of the private organic rules of the domesticated entity that are proposed to be in a record; (6) The other terms and conditions of the domestication; and (7) Any other provision required by the law of this state or the organic rules of the domesticating entity.",
          "role": "domestication plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        },
        {
          "pinpoint": "Idaho Code § 30-22-505(a), heading STATEMENT OF DOMESTICATION",
          "quote": "(a) A statement of domestication must be signed by the domesticating entity and delivered to the secretary of state for filing.",
          "role": "domestication filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        },
        {
          "pinpoint": "Idaho Code § 30-29-933, heading ARTICLES OF CONVERSION — EFFECTIVENESS",
          "quote": "30-29-933. ARTICLES OF CONVERSION -- EFFECTIVENESS. Notwithstanding the provisions of section 30-22-405(b)(4), Idaho Code, a statement of conversion of a domestic converting corporation shall include a statement that the plan of conversion was approved in accordance with this section.",
          "role": "corporation conversion instrument terminology",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/ID/52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974.pdf",
          "source_sha256": "52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH29.pdf"
        },
        {
          "pinpoint": "Idaho Code § 30-29-922, heading ARTICLES OF DOMESTICATION — EFFECTIVENESS",
          "quote": "30-29-922. ARTICLES OF DOMESTICATION -- EFFECTIVENESS. Notwithstanding the provisions of section 30-22-505(b)(4), Idaho Code, a statement of domestication of a domesticating corporation shall include a statement that the plan of domestication was approved in accordance with this section.",
          "role": "corporation domestication instrument terminology",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/ID/52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974.pdf",
          "source_sha256": "52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH29.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A plan is approved and a statement is filed for conversion or domestication; a signed plan meeting the statement requirements may be filed instead.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-405(a), heading STATEMENT OF CONVERSION",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A statement of conversion must be signed by the converting entity and delivered to the secretary of state for filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-22-501, heading DOMESTICATION AUTHORIZED",
          "quote": "30-22-501. DOMESTICATION AUTHORIZED. (a) Except as otherwise provided in this section, by complying with this part, a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation. (c) If a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a domestication, the provision applies to a domestication of the entity as if the domestication were a merger until the provision is amended after July 1, 2007.",
          "role": "domestication paired-jurisdiction rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A cross-jurisdiction conversion or domestication must be authorized by the relevant foreign jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-401, heading CONVERSION AUTHORIZED",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "30-22-401. CONVERSION AUTHORIZED. (a) By complying with this part, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation. (b) By complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation. (c) If a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a conversion, the provision applies to a conversion of the entity as if the conversion were a merger until the provision is amended after July 1, 2007.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Idaho uses the statutory term “domestication” for a same-type jurisdiction change.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-102(a)(9), heading DEFINITIONS",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(9) \"Domestication\" means a transaction authorized by part 5 of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.corp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code chapter 29, complete PDF; Part 9 searched",
          "quote": "30-29-901. DEFINITIONS. (a) As used in this part: (1) \"Domesticated corporation\" means a domesticated entity that is a corporation. (2) \"Domesticating corporation\" means a domesticating entity that is a corporation. (b) The following definitions in chapter 22, title 30, Idaho Code, shall apply to this part: (1) \"Conversion\" is as defined in section 30-22-102(a)(4), Idaho Code. (2) \"Converted entity\" is as defined in section 30-22-102(a)(5), Idaho Code. (3) \"Converting entity\" is as defined in section 30-22-102(a)(6), Idaho Code. (4) \"Domesticated entity\" is as defined in section 30-22-102(a)(7), Idaho Code. (5) \"Domesticating entity\" is as defined in section 30-22-102(a)(8), Idaho Code. (6) \"Domestication\" is as defined in section 30-22-102(a)(9), Idaho Code. (7) \"Protected agreement\" is as defined in section 30-22-102(a)(19), Idaho Code.",
          "role": "corporation-act search anchor",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/ID/52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974.pdf",
          "source_sha256": "52995facc5e6f34428926db599cc2666263f5198734d8796f4a75612d446e974",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH29.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, good-standing, or tax-payment condition is stated in the captured conversion and domestication provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-22-503(a), heading APPROVAL OF DOMESTICATION",
          "quote": "(a) A plan of domestication is not effective unless it has been approved: (1) By a domestic domesticating entity: (A) In accordance with the requirements, if any, in its organic rules for approval of a domestication; (B) If its organic rules do not provide for approval of a domestication, in accordance with the requirements, if any, in its organic law and organic rules for approval of: (i) In the case of an entity that is not a business corporation or limited cooperative association, a merger, as if the domestication were a merger; (ii) In the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the domestication were that type of merger; or (iii) In the case of a limited cooperative association, a transaction under this chapter; (C) By all of the interest holders of the entity entitled to vote on or consent to any matter if: (i) In the case of an entity that is not a business corporation or limited cooperative association, neither its organic law nor organic rules provide for approval of a domestication or a merger; or (ii) In the case of a limited cooperative association, neither its organic law nor organic rules provide for approval of a domestication or a transaction under this chapter; and (2) In a record, by each interest holder of a domestic domesticating entity that will have interest holder liability for debts, obligations, and other liabilities that arise after the domestication becomes effective, unless, in the case of an entity that is not a business corporation or nonprofit corporation: (A) The organic rules of the entity in a record provide for the approval of a domestication or merger in which some or all of its in- terest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders; and (B) The interest holder consented in a record to or voted for that provision of the organic rules or became an interest holder after the adoption of that provision.",
          "role": "domestication approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        },
        {
          "pinpoint": "Idaho Code § 30-25-105(c)(13)-(14)",
          "quote": "(13) Vary the right of a member to approve a merger, interest exchange, conversion, or domestication under section 30-22-203(a)(2), 30-22-303(a)(2), 30-22-403(a)(2) or 30-22-503(a)(2), Idaho Code; or (14) Vary the required contents of a plan of merger under section 30-22-202(a), Idaho Code, plan of interest exchange under section 30-22-302(a), Idaho Code, plan of conversion under section 30-22-402(a), Idaho Code, or plan of domestication under section 30-22-502(a), Idaho Code; or",
          "role": "entity-act transaction cross-reference",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/6f89f090cc77377876859285aaec6d0c3d6d6483f3a23540d2b68f3e22c355ed.pdf",
          "source_sha256": "6f89f090cc77377876859285aaec6d0c3d6d6483f3a23540d2b68f3e22c355ed",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH25.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The LLC's organic rules or merger-approval rules govern conversion and domestication approval, with specified unanimous-consent fallbacks.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-403(a), heading APPROVAL OF CONVERSION",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A plan of conversion is not effective unless it has been approved: (1) By a domestic converting entity: (A) In accordance with the requirements, if any, in its organic rules for approval of a conversion; (B) If its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of: (i) In the case of an entity that is not a business corporation or limited cooperative association, a merger, as if the conversion were a merger; or (ii) In the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; or (iii) In the case of a limited cooperative association, a transaction under this chapter; or (C) By all of the interest holders of the entity entitled to vote on or consent to any matter if: (i) In the case of any entity that is not a business corporation or limited cooperative association, neither its organic law nor organic rules provide for approval of a conversion or a merger; or (ii) In the case of a limited cooperative association, neither its organic law nor organic rules provide for approval of a conversion or a transaction under this chapter; and (2) In a record, by each interest holder of a domestic converting entity that will have interest holder liability for debts, obligations, and other liabilities that arise after the conversion becomes effective, unless, in the case of an entity that is not a business or nonprofit corporation: (A) The organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all the interest holders; and (B) The interest holder voted for or consented in a record to or voted for that provision of the organic rules or became an interest holder after the adoption of that provision.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-22-506(a), heading EFFECT OF DOMESTICATION",
          "quote": "(a) When a domestication becomes effective: (1) The domesticated entity is: (A) Organized under and subject to the organic law of the domesticated entity; and (B) The same entity without interruption as the domesticating entity; (2) All property of the domesticating entity continues to be vested in the domesticated entity without transfer, reversion or impairment; (3) All debts, obligations, and other liabilities of the domesticating entity continue as debts, obligations, and other liabilities of the domesticated entity; (4) Except as otherwise provided by law or the plan of domestication, all of the rights, privileges, immunities, powers, and purposes of the domesticating entity remain in the domesticated entity; (5) The name of the domesticated entity may be substituted for the name of the domesticating entity in any pending action or proceeding; (6) If the domesticated entity is a filing entity, its public organic record is effective; (7) If the domesticated entity is a limited liability partnership, its statement of qualification is effective simultaneously; (8) The private organic rules of the domesticated entity that are to be in a record, if any, approved as part of the plan of domestication are effective; and (9) The interests in the domesticating entity are converted to the extent and as approved in connection with the domestication, and the interest holders of the domesticating entity are entitled only to the rights provided to them under the plan of domestication and to any appraisal rights as provided in section 30-22-109, Idaho Code, and the domesticating entity's organic law.",
          "role": "parallel domestication effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        },
        {
          "pinpoint": "Idaho Code § 30-25-102(4), heading DEFINITIONS",
          "quote": "(4) \"Limited liability company\" means an entity formed under this chapter or that becomes subject to this chapter under chapter 22, title 30, Idaho Code, or section 30-25-110, Idaho Code.",
          "role": "LLC-act applicability",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/6f89f090cc77377876859285aaec6d0c3d6d6483f3a23540d2b68f3e22c355ed.pdf",
          "source_sha256": "6f89f090cc77377876859285aaec6d0c3d6d6483f3a23540d2b68f3e22c355ed",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH25.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Conversion and domestication preserve the same entity without interruption, vested property, liabilities, rights, and pending proceedings.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-406(a), heading EFFECT OF CONVERSION",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective: (1) The converted entity is: (A) Organized under and subject to the organic law of the converted entity; and (B) The same entity without interruption as the converting entity; (2) All property of the converting entity continues to be vested in the converted entity without transfer, reversion or impairment; (3) All debts, obligations, and other liabilities of the converting entity continue as debts, obligations, and other liabilities of the converted entity; (4) Except as otherwise provided by law or the plan of conversion, all of the rights, privileges, immunities, powers, and purposes of the converting entity remain in the converted entity; (5) The name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) If a converted entity is a filing entity, its public organic record is effective; (7) If the converted entity is a limited liability partnership, its statement of qualification is effective; (8) The private organic rules of the converted entity that are to be in a record, if any, approved as part of the plan of conversion are effective; and (9) The interests in the converting entity are converted, and the interest holders of the converting entity are entitled only to the rights provided to them under the plan of conversion and to any appraisal rights they have under section 30-22-109, Idaho Code, and the converting entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.llc.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-25-102(4), heading DEFINITIONS",
          "quote": "(4) \"Limited liability company\" means an entity formed under this chapter or that becomes subject to this chapter under chapter 22, title 30, Idaho Code, or section 30-25-110, Idaho Code.",
          "role": "LLC-act applicability",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/6f89f090cc77377876859285aaec6d0c3d6d6483f3a23540d2b68f3e22c355ed.pdf",
          "source_sha256": "6f89f090cc77377876859285aaec6d0c3d6d6483f3a23540d2b68f3e22c355ed",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH25.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign entity may convert into an Idaho LLC if its formation jurisdiction authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-401(b), heading CONVERSION AUTHORIZED",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) By complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.llc.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-25-102(4), heading DEFINITIONS",
          "quote": "(4) \"Limited liability company\" means an entity formed under this chapter or that becomes subject to this chapter under chapter 22, title 30, Idaho Code, or section 30-25-110, Idaho Code.",
          "role": "LLC-act applicability",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/6f89f090cc77377876859285aaec6d0c3d6d6483f3a23540d2b68f3e22c355ed.pdf",
          "source_sha256": "6f89f090cc77377876859285aaec6d0c3d6d6483f3a23540d2b68f3e22c355ed",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH25.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An Idaho LLC may convert to a different domestic entity type; a foreign destination also requires authorization under that jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-401(a), heading CONVERSION AUTHORIZED",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) By complying with this part, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.llc.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-25-102(4), heading DEFINITIONS",
          "quote": "(4) \"Limited liability company\" means an entity formed under this chapter or that becomes subject to this chapter under chapter 22, title 30, Idaho Code, or section 30-25-110, Idaho Code.",
          "role": "LLC-act applicability",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/6f89f090cc77377876859285aaec6d0c3d6d6483f3a23540d2b68f3e22c355ed.pdf",
          "source_sha256": "6f89f090cc77377876859285aaec6d0c3d6d6483f3a23540d2b68f3e22c355ed",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH25.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign LLC may domesticate into Idaho if its formation jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-501(b), heading DOMESTICATION AUTHORIZED",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-25-102(4), heading DEFINITIONS",
          "quote": "(4) \"Limited liability company\" means an entity formed under this chapter or that becomes subject to this chapter under chapter 22, title 30, Idaho Code, or section 30-25-110, Idaho Code.",
          "role": "LLC-act applicability",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/6f89f090cc77377876859285aaec6d0c3d6d6483f3a23540d2b68f3e22c355ed.pdf",
          "source_sha256": "6f89f090cc77377876859285aaec6d0c3d6d6483f3a23540d2b68f3e22c355ed",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH25.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An Idaho LLC may domesticate into a foreign jurisdiction if that jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-501(a), heading DOMESTICATION AUTHORIZED",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this section, by complying with this part, a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-22-401(a)-(b), heading CONVERSION AUTHORIZED",
          "quote": "30-22-401. CONVERSION AUTHORIZED. (a) By complying with this part, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation. (b) By complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation. (c) If a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a conversion, the provision applies to a conversion of the entity as if the conversion were a merger until the provision is amended after July 1, 2007.",
          "role": "different-type conversion rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign statutory “entity” of a different type may convert into an Idaho LLC, subject to the foreign-law condition.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-21-102(11), heading DEFINITIONS",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(11) \"Entity\": (A) Means: (i) A business corporation; (ii) A nonprofit corporation; (iii) A general partnership, including a limited liability partnership; (iv) A limited partnership, including a limited liability limited partnership; (v) A limited liability company; (vi) A general cooperative association; (vii) A limited cooperative association; (viii) An unincorporated nonprofit association; (ix) A statutory trust, business trust, or common-law business trust; or (x) Any other person that has: (I) A legal existence separate from any interest holder of that person; or (II) The power to acquire an interest in real property in its own name; and (B) Does not include: (i) An individual; (ii) A trust with a predominately donative purpose or a charitable trust; (iii) An association or relationship that is not listed in paragraph (A) of this subsection and is not a partnership under the rules stated in section 30-23-202(c), Idaho Code, or a similar provision of the law of another jurisdiction; (iv) A decedent's estate; or (v) A government or a governmental subdivision, agency or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/ID/3dd0ba79ea463fc2dec3a1fb37427ac3eda9a3b7170920c8cc5a407eb4ecdffb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3dd0ba79ea463fc2dec3a1fb37427ac3eda9a3b7170920c8cc5a407eb4ecdffb",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-22-401(a)-(b), heading CONVERSION AUTHORIZED",
          "quote": "30-22-401. CONVERSION AUTHORIZED. (a) By complying with this part, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation. (b) By complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation. (c) If a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a conversion, the provision applies to a conversion of the entity as if the conversion were a merger until the provision is amended after July 1, 2007.",
          "role": "different-type conversion rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An Idaho LLC may convert to any different statutory “entity” type, with a foreign-law condition for a foreign target.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-21-102(11), heading DEFINITIONS",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(11) \"Entity\": (A) Means: (i) A business corporation; (ii) A nonprofit corporation; (iii) A general partnership, including a limited liability partnership; (iv) A limited partnership, including a limited liability limited partnership; (v) A limited liability company; (vi) A general cooperative association; (vii) A limited cooperative association; (viii) An unincorporated nonprofit association; (ix) A statutory trust, business trust, or common-law business trust; or (x) Any other person that has: (I) A legal existence separate from any interest holder of that person; or (II) The power to acquire an interest in real property in its own name; and (B) Does not include: (i) An individual; (ii) A trust with a predominately donative purpose or a charitable trust; (iii) An association or relationship that is not listed in paragraph (A) of this subsection and is not a partnership under the rules stated in section 30-23-202(c), Idaho Code, or a similar provision of the law of another jurisdiction; (iv) A decedent's estate; or (v) A government or a governmental subdivision, agency or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/ID/3dd0ba79ea463fc2dec3a1fb37427ac3eda9a3b7170920c8cc5a407eb4ecdffb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3dd0ba79ea463fc2dec3a1fb37427ac3eda9a3b7170920c8cc5a407eb4ecdffb",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The filing-fee locator is Idaho Code § 30-21-214(b)(5)-(6).",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-21-214(b)(5)-(6), heading FEES",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(5) Statement of conversion ................................. $30.00 (6) Statement of domestication .............................. $30.00",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/ID/3dd0ba79ea463fc2dec3a1fb37427ac3eda9a3b7170920c8cc5a407eb4ecdffb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3dd0ba79ea463fc2dec3a1fb37427ac3eda9a3b7170920c8cc5a407eb4ecdffb",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-22-402(a), heading PLAN OF CONVERSION",
          "quote": "(a) A domestic entity may convert to a different type of entity under this part by approving a plan of conversion. The plan must be in a record and contain: (1) The name and type of entity of the converting entity; (2) The name, jurisdiction of formation, and type of entity of the converted entity; (3) The manner of converting the interests in the converting entity into interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing; (4) The proposed public organic record of the converted entity if it will be a filing entity; (5) The full text of the private organic rules of the converted entity that are proposed to be in a record; (6) The other terms and conditions of the conversion; and (7) Any other provision required by the law of this state or the organic rules of the converting entity.",
          "role": "conversion plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        },
        {
          "pinpoint": "Idaho Code § 30-22-405(e), heading STATEMENT OF CONVERSION",
          "quote": "(e) A plan of conversion that is signed by a domestic converting entity and meets all the requirements of subsection (b) of this section may be delivered to the secretary of state 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, references in this chapter to a statement of conversion refer to the plan of conversion filed under this subsection.",
          "role": "plan may substitute for statement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        },
        {
          "pinpoint": "Idaho Code § 30-22-502(a), heading PLAN OF DOMESTICATION",
          "quote": "(a) A domestic entity may become a foreign entity in a domestication by approving a plan of domestication. The plan must be in a record and contain: (1) The name and type of entity of the domesticating entity; (2) The name and jurisdiction of formation of the domesticated entity; (3) The manner of converting the interests in the domesticating entity into interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing; (4) The proposed public organic record of the domesticated entity if it is a filing entity; (5) The full text of the private organic rules of the domesticated entity that are proposed to be in a record; (6) The other terms and conditions of the domestication; and (7) Any other provision required by the law of this state or the organic rules of the domesticating entity.",
          "role": "domestication plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        },
        {
          "pinpoint": "Idaho Code § 30-22-505(a), heading STATEMENT OF DOMESTICATION",
          "quote": "(a) A statement of domestication must be signed by the domesticating entity and delivered to the secretary of state for filing.",
          "role": "domestication filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A plan is approved and a statement is filed for conversion or domestication; a signed plan meeting the statement requirements may be filed instead.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-405(a), heading STATEMENT OF CONVERSION",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A statement of conversion must be signed by the converting entity and delivered to the secretary of state for filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.llc.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-22-501, heading DOMESTICATION AUTHORIZED",
          "quote": "30-22-501. DOMESTICATION AUTHORIZED. (a) Except as otherwise provided in this section, by complying with this part, a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation. (c) If a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a domestication, the provision applies to a domestication of the entity as if the domestication were a merger until the provision is amended after July 1, 2007.",
          "role": "domestication paired-jurisdiction rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A cross-jurisdiction conversion or domestication must be authorized by the relevant foreign jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-401, heading CONVERSION AUTHORIZED",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "30-22-401. CONVERSION AUTHORIZED. (a) By complying with this part, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation. (b) By complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation. (c) If a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a conversion, the provision applies to a conversion of the entity as if the conversion were a merger until the provision is amended after July 1, 2007.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Idaho uses the statutory term “domestication” for a same-type jurisdiction change.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-102(a)(9), heading DEFINITIONS",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(9) \"Domestication\" means a transaction authorized by part 5 of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, good-standing, or tax-payment condition is stated in the captured conversion and domestication provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-22-503(a), heading APPROVAL OF DOMESTICATION",
          "quote": "(a) A plan of domestication is not effective unless it has been approved: (1) By a domestic domesticating entity: (A) In accordance with the requirements, if any, in its organic rules for approval of a domestication; (B) If its organic rules do not provide for approval of a domestication, in accordance with the requirements, if any, in its organic law and organic rules for approval of: (i) In the case of an entity that is not a business corporation or limited cooperative association, a merger, as if the domestication were a merger; (ii) In the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the domestication were that type of merger; or (iii) In the case of a limited cooperative association, a transaction under this chapter; (C) By all of the interest holders of the entity entitled to vote on or consent to any matter if: (i) In the case of an entity that is not a business corporation or limited cooperative association, neither its organic law nor organic rules provide for approval of a domestication or a merger; or (ii) In the case of a limited cooperative association, neither its organic law nor organic rules provide for approval of a domestication or a transaction under this chapter; and (2) In a record, by each interest holder of a domestic domesticating entity that will have interest holder liability for debts, obligations, and other liabilities that arise after the domestication becomes effective, unless, in the case of an entity that is not a business corporation or nonprofit corporation: (A) The organic rules of the entity in a record provide for the approval of a domestication or merger in which some or all of its in- terest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders; and (B) The interest holder consented in a record to or voted for that provision of the organic rules or became an interest holder after the adoption of that provision.",
          "role": "domestication approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        },
        {
          "pinpoint": "Idaho Code § 30-24-105(c)(16)",
          "quote": "(16) Vary the right of a partner to approve a merger, interest exchange, conversion, or domestication under section 30-22-203(a)(2), 30-22-303(a)(2), 30-22-403(a)(2) or 30-22-503(a)(2), Idaho Code;",
          "role": "entity-act transaction cross-reference",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/ID/ee2ddf04167817d9b0efba64aa13380d985a396924f78e5e0d3673cf6cce5fae.pdf",
          "source_sha256": "ee2ddf04167817d9b0efba64aa13380d985a396924f78e5e0d3673cf6cce5fae",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH24.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The limited partnership's organic rules or merger-approval rules govern conversion and domestication approval, with specified unanimous-consent fallbacks.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-403(a), heading APPROVAL OF CONVERSION",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A plan of conversion is not effective unless it has been approved: (1) By a domestic converting entity: (A) In accordance with the requirements, if any, in its organic rules for approval of a conversion; (B) If its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of: (i) In the case of an entity that is not a business corporation or limited cooperative association, a merger, as if the conversion were a merger; or (ii) In the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; or (iii) In the case of a limited cooperative association, a transaction under this chapter; or (C) By all of the interest holders of the entity entitled to vote on or consent to any matter if: (i) In the case of any entity that is not a business corporation or limited cooperative association, neither its organic law nor organic rules provide for approval of a conversion or a merger; or (ii) In the case of a limited cooperative association, neither its organic law nor organic rules provide for approval of a conversion or a transaction under this chapter; and (2) In a record, by each interest holder of a domestic converting entity that will have interest holder liability for debts, obligations, and other liabilities that arise after the conversion becomes effective, unless, in the case of an entity that is not a business or nonprofit corporation: (A) The organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all the interest holders; and (B) The interest holder voted for or consented in a record to or voted for that provision of the organic rules or became an interest holder after the adoption of that provision.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.lp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-22-506(a), heading EFFECT OF DOMESTICATION",
          "quote": "(a) When a domestication becomes effective: (1) The domesticated entity is: (A) Organized under and subject to the organic law of the domesticated entity; and (B) The same entity without interruption as the domesticating entity; (2) All property of the domesticating entity continues to be vested in the domesticated entity without transfer, reversion or impairment; (3) All debts, obligations, and other liabilities of the domesticating entity continue as debts, obligations, and other liabilities of the domesticated entity; (4) Except as otherwise provided by law or the plan of domestication, all of the rights, privileges, immunities, powers, and purposes of the domesticating entity remain in the domesticated entity; (5) The name of the domesticated entity may be substituted for the name of the domesticating entity in any pending action or proceeding; (6) If the domesticated entity is a filing entity, its public organic record is effective; (7) If the domesticated entity is a limited liability partnership, its statement of qualification is effective simultaneously; (8) The private organic rules of the domesticated entity that are to be in a record, if any, approved as part of the plan of domestication are effective; and (9) The interests in the domesticating entity are converted to the extent and as approved in connection with the domestication, and the interest holders of the domesticating entity are entitled only to the rights provided to them under the plan of domestication and to any appraisal rights as provided in section 30-22-109, Idaho Code, and the domesticating entity's organic law.",
          "role": "parallel domestication effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        },
        {
          "pinpoint": "Idaho Code § 30-24-102(7), heading DEFINITIONS",
          "quote": "(7) \"Limited partnership\" means an entity formed under this chapter or that becomes subject to this chapter under chapter 22, title 30, Idaho Code, or section 30-24-112, Idaho Code. The term includes a limited liability limited partnership.",
          "role": "LP-act applicability",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/ID/ee2ddf04167817d9b0efba64aa13380d985a396924f78e5e0d3673cf6cce5fae.pdf",
          "source_sha256": "ee2ddf04167817d9b0efba64aa13380d985a396924f78e5e0d3673cf6cce5fae",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH24.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Conversion and domestication preserve the same entity without interruption, vested property, liabilities, rights, and pending proceedings.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-406(a), heading EFFECT OF CONVERSION",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective: (1) The converted entity is: (A) Organized under and subject to the organic law of the converted entity; and (B) The same entity without interruption as the converting entity; (2) All property of the converting entity continues to be vested in the converted entity without transfer, reversion or impairment; (3) All debts, obligations, and other liabilities of the converting entity continue as debts, obligations, and other liabilities of the converted entity; (4) Except as otherwise provided by law or the plan of conversion, all of the rights, privileges, immunities, powers, and purposes of the converting entity remain in the converted entity; (5) The name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) If a converted entity is a filing entity, its public organic record is effective; (7) If the converted entity is a limited liability partnership, its statement of qualification is effective; (8) The private organic rules of the converted entity that are to be in a record, if any, approved as part of the plan of conversion are effective; and (9) The interests in the converting entity are converted, and the interest holders of the converting entity are entitled only to the rights provided to them under the plan of conversion and to any appraisal rights they have under section 30-22-109, Idaho Code, and the converting entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-24-102(7), heading DEFINITIONS",
          "quote": "(7) \"Limited partnership\" means an entity formed under this chapter or that becomes subject to this chapter under chapter 22, title 30, Idaho Code, or section 30-24-112, Idaho Code. The term includes a limited liability limited partnership.",
          "role": "LP-act applicability",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/ID/ee2ddf04167817d9b0efba64aa13380d985a396924f78e5e0d3673cf6cce5fae.pdf",
          "source_sha256": "ee2ddf04167817d9b0efba64aa13380d985a396924f78e5e0d3673cf6cce5fae",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH24.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign entity may convert into an Idaho limited partnership if its formation jurisdiction authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-401(b), heading CONVERSION AUTHORIZED",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) By complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-24-102(7), heading DEFINITIONS",
          "quote": "(7) \"Limited partnership\" means an entity formed under this chapter or that becomes subject to this chapter under chapter 22, title 30, Idaho Code, or section 30-24-112, Idaho Code. The term includes a limited liability limited partnership.",
          "role": "LP-act applicability",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/ID/ee2ddf04167817d9b0efba64aa13380d985a396924f78e5e0d3673cf6cce5fae.pdf",
          "source_sha256": "ee2ddf04167817d9b0efba64aa13380d985a396924f78e5e0d3673cf6cce5fae",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH24.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An Idaho limited partnership may convert to a different domestic entity type; a foreign destination also requires authorization under that jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-401(a), heading CONVERSION AUTHORIZED",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) By complying with this part, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-24-102(7), heading DEFINITIONS",
          "quote": "(7) \"Limited partnership\" means an entity formed under this chapter or that becomes subject to this chapter under chapter 22, title 30, Idaho Code, or section 30-24-112, Idaho Code. The term includes a limited liability limited partnership.",
          "role": "LP-act applicability",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/ID/ee2ddf04167817d9b0efba64aa13380d985a396924f78e5e0d3673cf6cce5fae.pdf",
          "source_sha256": "ee2ddf04167817d9b0efba64aa13380d985a396924f78e5e0d3673cf6cce5fae",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH24.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign limited partnership may domesticate into Idaho if its formation jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-501(b), heading DOMESTICATION AUTHORIZED",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-24-102(7), heading DEFINITIONS",
          "quote": "(7) \"Limited partnership\" means an entity formed under this chapter or that becomes subject to this chapter under chapter 22, title 30, Idaho Code, or section 30-24-112, Idaho Code. The term includes a limited liability limited partnership.",
          "role": "LP-act applicability",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/ID/ee2ddf04167817d9b0efba64aa13380d985a396924f78e5e0d3673cf6cce5fae.pdf",
          "source_sha256": "ee2ddf04167817d9b0efba64aa13380d985a396924f78e5e0d3673cf6cce5fae",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH24.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An Idaho limited partnership may domesticate into a foreign jurisdiction if that jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-501(a), heading DOMESTICATION AUTHORIZED",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this section, by complying with this part, a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-22-401(a)-(b), heading CONVERSION AUTHORIZED",
          "quote": "30-22-401. CONVERSION AUTHORIZED. (a) By complying with this part, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation. (b) By complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation. (c) If a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a conversion, the provision applies to a conversion of the entity as if the conversion were a merger until the provision is amended after July 1, 2007.",
          "role": "different-type conversion rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign statutory “entity” of a different type may convert into an Idaho limited partnership, subject to the foreign-law condition.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-21-102(11), heading DEFINITIONS",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(11) \"Entity\": (A) Means: (i) A business corporation; (ii) A nonprofit corporation; (iii) A general partnership, including a limited liability partnership; (iv) A limited partnership, including a limited liability limited partnership; (v) A limited liability company; (vi) A general cooperative association; (vii) A limited cooperative association; (viii) An unincorporated nonprofit association; (ix) A statutory trust, business trust, or common-law business trust; or (x) Any other person that has: (I) A legal existence separate from any interest holder of that person; or (II) The power to acquire an interest in real property in its own name; and (B) Does not include: (i) An individual; (ii) A trust with a predominately donative purpose or a charitable trust; (iii) An association or relationship that is not listed in paragraph (A) of this subsection and is not a partnership under the rules stated in section 30-23-202(c), Idaho Code, or a similar provision of the law of another jurisdiction; (iv) A decedent's estate; or (v) A government or a governmental subdivision, agency or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/ID/3dd0ba79ea463fc2dec3a1fb37427ac3eda9a3b7170920c8cc5a407eb4ecdffb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3dd0ba79ea463fc2dec3a1fb37427ac3eda9a3b7170920c8cc5a407eb4ecdffb",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-22-401(a)-(b), heading CONVERSION AUTHORIZED",
          "quote": "30-22-401. CONVERSION AUTHORIZED. (a) By complying with this part, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation. (b) By complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation. (c) If a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a conversion, the provision applies to a conversion of the entity as if the conversion were a merger until the provision is amended after July 1, 2007.",
          "role": "different-type conversion rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An Idaho limited partnership may convert to any different statutory “entity” type, with a foreign-law condition for a foreign target.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-21-102(11), heading DEFINITIONS",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(11) \"Entity\": (A) Means: (i) A business corporation; (ii) A nonprofit corporation; (iii) A general partnership, including a limited liability partnership; (iv) A limited partnership, including a limited liability limited partnership; (v) A limited liability company; (vi) A general cooperative association; (vii) A limited cooperative association; (viii) An unincorporated nonprofit association; (ix) A statutory trust, business trust, or common-law business trust; or (x) Any other person that has: (I) A legal existence separate from any interest holder of that person; or (II) The power to acquire an interest in real property in its own name; and (B) Does not include: (i) An individual; (ii) A trust with a predominately donative purpose or a charitable trust; (iii) An association or relationship that is not listed in paragraph (A) of this subsection and is not a partnership under the rules stated in section 30-23-202(c), Idaho Code, or a similar provision of the law of another jurisdiction; (iv) A decedent's estate; or (v) A government or a governmental subdivision, agency or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/ID/3dd0ba79ea463fc2dec3a1fb37427ac3eda9a3b7170920c8cc5a407eb4ecdffb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3dd0ba79ea463fc2dec3a1fb37427ac3eda9a3b7170920c8cc5a407eb4ecdffb",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The filing-fee locator is Idaho Code § 30-21-214(b)(5)-(6).",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-21-214(b)(5)-(6), heading FEES",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(5) Statement of conversion ................................. $30.00 (6) Statement of domestication .............................. $30.00",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/ID/3dd0ba79ea463fc2dec3a1fb37427ac3eda9a3b7170920c8cc5a407eb4ecdffb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3dd0ba79ea463fc2dec3a1fb37427ac3eda9a3b7170920c8cc5a407eb4ecdffb",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-22-402(a), heading PLAN OF CONVERSION",
          "quote": "(a) A domestic entity may convert to a different type of entity under this part by approving a plan of conversion. The plan must be in a record and contain: (1) The name and type of entity of the converting entity; (2) The name, jurisdiction of formation, and type of entity of the converted entity; (3) The manner of converting the interests in the converting entity into interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing; (4) The proposed public organic record of the converted entity if it will be a filing entity; (5) The full text of the private organic rules of the converted entity that are proposed to be in a record; (6) The other terms and conditions of the conversion; and (7) Any other provision required by the law of this state or the organic rules of the converting entity.",
          "role": "conversion plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        },
        {
          "pinpoint": "Idaho Code § 30-22-405(e), heading STATEMENT OF CONVERSION",
          "quote": "(e) A plan of conversion that is signed by a domestic converting entity and meets all the requirements of subsection (b) of this section may be delivered to the secretary of state 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, references in this chapter to a statement of conversion refer to the plan of conversion filed under this subsection.",
          "role": "plan may substitute for statement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        },
        {
          "pinpoint": "Idaho Code § 30-22-502(a), heading PLAN OF DOMESTICATION",
          "quote": "(a) A domestic entity may become a foreign entity in a domestication by approving a plan of domestication. The plan must be in a record and contain: (1) The name and type of entity of the domesticating entity; (2) The name and jurisdiction of formation of the domesticated entity; (3) The manner of converting the interests in the domesticating entity into interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing; (4) The proposed public organic record of the domesticated entity if it is a filing entity; (5) The full text of the private organic rules of the domesticated entity that are proposed to be in a record; (6) The other terms and conditions of the domestication; and (7) Any other provision required by the law of this state or the organic rules of the domesticating entity.",
          "role": "domestication plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        },
        {
          "pinpoint": "Idaho Code § 30-22-505(a), heading STATEMENT OF DOMESTICATION",
          "quote": "(a) A statement of domestication must be signed by the domesticating entity and delivered to the secretary of state for filing.",
          "role": "domestication filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A plan is approved and a statement is filed for conversion or domestication; a signed plan meeting the statement requirements may be filed instead.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-405(a), heading STATEMENT OF CONVERSION",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A statement of conversion must be signed by the converting entity and delivered to the secretary of state for filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.lp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "Idaho Code § 30-22-501, heading DOMESTICATION AUTHORIZED",
          "quote": "30-22-501. DOMESTICATION AUTHORIZED. (a) Except as otherwise provided in this section, by complying with this part, a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this part applicable to foreign entities a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation. (c) If a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a domestication, the provision applies to a domestication of the entity as if the domestication were a merger until the provision is amended after July 1, 2007.",
          "role": "domestication paired-jurisdiction rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
          "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
          "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A cross-jurisdiction conversion or domestication must be authorized by the relevant foreign jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-401, heading CONVERSION AUTHORIZED",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "30-22-401. CONVERSION AUTHORIZED. (a) By complying with this part, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation. (b) By complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation. (c) If a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a conversion, the provision applies to a conversion of the entity as if the conversion were a merger until the provision is amended after July 1, 2007.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Idaho uses the statutory term “domestication” for a same-type jurisdiction change.",
      "fetch_event_id": null,
      "pinpoint": "Idaho Code § 30-22-102(a)(9), heading DEFINITIONS",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(9) \"Domestication\" means a transaction authorized by part 5 of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ID.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, good-standing, or tax-payment condition is stated in the captured conversion and domestication provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ID/snapshots/c50/b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b1e523409dbff5e3555978af763833c9f664f857b9e38c77d1d684d4370b1066",
      "source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 5/1.63 (Business Corporation Act of 1983); ILGA full-act page; 805 ILCS 5/11.05, 11.20(a)-(b) (approvals row)",
          "quote": "Sec. 1.63. Conversions and domestications. Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034.html",
          "source_sha256": "1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Business%20Corporation%20Act%20of%201983.&ActID=2273&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Approval follows the organic rules; absent a provision, the shareholder-voted merger rule applies: board resolution, then two-thirds of votes unless the articles set another majority (805 ILCS 415/203, 303; 805 ILCS 5/11.05, 11.20).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/203(a)-(b); 303(a)-(b); 108 (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/203)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A plan of conversion is not effective unless it has been approved: (1) by a domestic converting entity: (A) in accordance with the requirements, if any, in its organic rules for approval of a conversion; (B) if its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of: (i) in the case of an entity that is not a business corporation, a merger, as if the conversion were a merger; or (ii) in the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; or (C) if neither its organic law nor organic rules provide for approval of a conversion or a merger described in subparagraph (B)(ii), by all of the interest holders of the entity entitled to vote on or consent to any matter; and (2) in a record, by each interest holder of a domestic converting entity that will have interest holder liability for liabilities that arise after the conversion becomes effective.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 5/1.63 (Business Corporation Act of 1983); ILGA full-act page",
          "quote": "Sec. 1.63. Conversions and domestications. Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034.html",
          "source_sha256": "1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Business%20Corporation%20Act%20of%201983.&ActID=2273&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The converted or domesticated entity is the same entity without interruption; property stays vested, liabilities continue, its name may be substituted in pending actions, and no dissolution occurs (805 ILCS 415/206, 306).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/206(a), (g); 306(a), (g) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/206)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective: (1) the converted entity is: (A) organized under and subject to the organic law of the converted entity; and (B) the same entity without interruption as the converting entity, even though the organic law of the converted entity to require or allow the name of the converted entity may be modified; (2) all property of the converting entity continues to be vested in the converted entity without assignment, reversion, or impairment; (3) all liabilities of the converting entity continue as liabilities of the converted entity; (4) except as provided by law other than this Act or the plan of conversion, all of the rights, privileges, immunities, powers, and purposes of the converting entity remain in the converted entity; (5) the name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) if a converted entity is a filing entity, its public organic document is effective and is binding on its interest holders; (7) if the converted entity is a limited liability partnership, its statement of qualification is effective simultaneously; (8) the private organic rules of the converted entity that are to be in a record, if any, approved as part of the plan of conversion are effective and are binding on and enforceable by: (A) its interest holders; and (B) in the case of a converted entity that is not a business corporation or nonprofit corporation, any other person that is a party to an agreement that is part of the entity's private organic rules; and (9) the interests in the converting entity are converted, and the interest holders of the converting entity are entitled only to the rights provided to them under the plan of conversion and to any appraisal rights they have under Section 109 and the converting entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.corp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 5/1.63 (Business Corporation Act of 1983); ILGA full-act page",
          "quote": "Sec. 1.63. Conversions and domestications. Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034.html",
          "source_sha256": "1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Business%20Corporation%20Act%20of%201983.&ActID=2273&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic entity of another type may convert into an Illinois corporation; a foreign one may do so if its home jurisdiction's law authorizes it (805 ILCS 415/201(a)-(b); 805 ILCS 5/1.63).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/201(a)(1), (b) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/201)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) By complying with the provisions of this Article applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
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      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 5/1.63 (Business Corporation Act of 1983); ILGA full-act page",
          "quote": "Sec. 1.63. Conversions and domestications. Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034.html",
          "source_sha256": "1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Business%20Corporation%20Act%20of%201983.&ActID=2273&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic corporation may convert to a domestic entity of a different type, or to a foreign entity of a different type if the foreign jurisdiction's law authorizes it (805 ILCS 415/201(a); 805 ILCS 5/1.63).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/201(a) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/201)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) By complying with this Article, a domestic entity may become: (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 5/1.63 (Business Corporation Act of 1983); ILGA full-act page",
          "quote": "Sec. 1.63. Conversions and domestications. Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034.html",
          "source_sha256": "1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Business%20Corporation%20Act%20of%201983.&ActID=2273&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign business corporation may become an Illinois corporation by domestication if the law of its jurisdiction of organization authorizes it (805 ILCS 415/301(b); 805 ILCS 5/1.63).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/301(b) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/301)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Except as otherwise provided in this Section, by complying with the provisions of this Article applicable to foreign entities a foreign entity may become a domestic entity of the same type in this State if the domestication is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
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      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 5/1.63 (Business Corporation Act of 1983); ILGA full-act page",
          "quote": "Sec. 1.63. Conversions and domestications. Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034.html",
          "source_sha256": "1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Business%20Corporation%20Act%20of%201983.&ActID=2273&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Illinois corporation may domesticate as a corporation of a foreign jurisdiction if that jurisdiction's law authorizes it, after approving a plan of domestication (805 ILCS 415/301(a), 302; 805 ILCS 5/1.63).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/301(a) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/301)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this Section, by complying with this Article, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
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      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 5/1.63 (Business Corporation Act of 1983); ILGA full-act page",
          "quote": "Sec. 1.63. Conversions and domestications. Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034.html",
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          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Business%20Corporation%20Act%20of%201983.&ActID=2273&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
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      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Domestic or (if their law allows) foreign medical, nonprofit and professional service corporations, general partnerships (incl. LLPs), limited partnerships (incl. LLLPs) and LLCs may convert into an Illinois corporation (805 ILCS 415/201).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/102 (\"Entity\"); 201(a)(1), (b) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/102)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\" means: (1) a business corporation; (2) a medical corporation; (3) a nonprofit corporation; (4) a professional service corporation; (5) a general partnership, including a limited liability partnership; (6) a limited partnership, including a limited liability limited partnership; and (7) a limited liability company.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
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      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 5/1.63 (Business Corporation Act of 1983); ILGA full-act page",
          "quote": "Sec. 1.63. Conversions and domestications. Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034.html",
          "source_sha256": "1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Business%20Corporation%20Act%20of%201983.&ActID=2273&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
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      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Illinois corporation may convert into domestic or (if that law allows) foreign medical, nonprofit and professional service corporations, general partnerships (incl. LLPs), limited partnerships (incl. LLLPs) and LLCs (805 ILCS 415/201).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/102 (\"Entity\"); 201(a) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/102)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\" means: (1) a business corporation; (2) a medical corporation; (3) a nonprofit corporation; (4) a professional service corporation; (5) a general partnership, including a limited liability partnership; (6) a limited partnership, including a limited liability limited partnership; and (7) a limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.corp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 5/1.63 (Business Corporation Act of 1983); ILGA full-act page",
          "quote": "Sec. 1.63. Conversions and domestications. Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034.html",
          "source_sha256": "1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Business%20Corporation%20Act%20of%201983.&ActID=2273&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Filing fees for a statement of conversion and a statement of domestication are set in 805 ILCS 415/401(b); expedited-service fees for both are set in 805 ILCS 415/407(a).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/401(b)(1)-(2); 407(a)(1)-(2) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/401)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) The Secretary of State shall charge and collect for all of the following: […] (1) Filing statement of conversion […] (2) Filing statement of domestication",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 5/1.63 (Business Corporation Act of 1983); ILGA full-act page",
          "quote": "Sec. 1.63. Conversions and domestications. Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034.html",
          "source_sha256": "1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Business%20Corporation%20Act%20of%201983.&ActID=2273&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A plan of conversion or domestication is approved, then a statement of conversion or statement of domestication is signed and filed with the Secretary of State on its prescribed form (805 ILCS 415/202, 205, 302, 305, 404).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/202(a), 205(a), 302(a), 305(a), 404 (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/205)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A statement of conversion must be signed on behalf of the converting entity and filed with the Secretary of State.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 5/1.63 (Business Corporation Act of 1983); ILGA full-act page",
          "quote": "Sec. 1.63. Conversions and domestications. Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034.html",
          "source_sha256": "1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Business%20Corporation%20Act%20of%201983.&ActID=2273&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Required: a conversion to or from a foreign entity, and a domestication into or out of Illinois, must be authorized by the law of the foreign jurisdiction (805 ILCS 415/201(a)(2), (b); 301(a)-(b)).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/201(a)(2), (b); 301(a)-(b) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/201)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.corp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 5/1.63 (Business Corporation Act of 1983); ILGA full-act page; Sec. 1.63 heading",
          "quote": "Sec. 1.63. Conversions and domestications. Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034.html",
          "source_sha256": "1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Business%20Corporation%20Act%20of%201983.&ActID=2273&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Illinois uses 'domestication' (Entity Omnibus Act Art. 3) for an entity moving its jurisdiction while keeping its type; a change of type, including across jurisdictions, is a 'conversion' (Art. 2).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/102 (\"Domestication\"); Art. 3 heading; 301(a) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/102)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Domestication\" means a transaction authorized by Article 3.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.corp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 5/1.63 (Business Corporation Act of 1983); ILGA full-act page",
          "quote": "Sec. 1.63. Conversions and domestications. Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034.html",
          "source_sha256": "1d3fbbfddcc4a20474783251af68dc03737e3e84076faa7725a907d036693034",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Business%20Corporation%20Act%20of%201983.&ActID=2273&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, good-standing or tax-payment condition is stated in the Entity Omnibus Act's conversion and domestication provisions or in 805 ILCS 5/1.63.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 180/37-10(a) (Limited Liability Company Act); ILGA full-act page; 805 ILCS 180/15-1(d)(9), 15-5(b)(11), 37-21(a) (approvals row)",
          "quote": "Sec. 37-10. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82.html",
          "source_sha256": "3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Limited%20Liability%20Company%20Act.&ActID=2290&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Approval follows the operating agreement; absent a provision, the merger rule applies (consent of all members); members who gain personal liability must consent in a record (805 ILCS 415/203, 303; 805 ILCS 180/15-1(d)(9)).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/203(a)-(b); 303(a)-(b); 108 (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/203)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A plan of conversion is not effective unless it has been approved: (1) by a domestic converting entity: (A) in accordance with the requirements, if any, in its organic rules for approval of a conversion; (B) if its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of: (i) in the case of an entity that is not a business corporation, a merger, as if the conversion were a merger; or (ii) in the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; or (C) if neither its organic law nor organic rules provide for approval of a conversion or a merger described in subparagraph (B)(ii), by all of the interest holders of the entity entitled to vote on or consent to any matter; and (2) in a record, by each interest holder of a domestic converting entity that will have interest holder liability for liabilities that arise after the conversion becomes effective.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 180/37-10(a) (Limited Liability Company Act); ILGA full-act page",
          "quote": "Sec. 37-10. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82.html",
          "source_sha256": "3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Limited%20Liability%20Company%20Act.&ActID=2290&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The converted or domesticated entity is the same entity without interruption; property stays vested, liabilities continue, its name may be substituted in pending actions, and no dissolution occurs (805 ILCS 415/206, 306).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/206(a), (g); 306(a), (g) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/206)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective: (1) the converted entity is: (A) organized under and subject to the organic law of the converted entity; and (B) the same entity without interruption as the converting entity, even though the organic law of the converted entity to require or allow the name of the converted entity may be modified; (2) all property of the converting entity continues to be vested in the converted entity without assignment, reversion, or impairment; (3) all liabilities of the converting entity continue as liabilities of the converted entity; (4) except as provided by law other than this Act or the plan of conversion, all of the rights, privileges, immunities, powers, and purposes of the converting entity remain in the converted entity; (5) the name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) if a converted entity is a filing entity, its public organic document is effective and is binding on its interest holders; (7) if the converted entity is a limited liability partnership, its statement of qualification is effective simultaneously; (8) the private organic rules of the converted entity that are to be in a record, if any, approved as part of the plan of conversion are effective and are binding on and enforceable by: (A) its interest holders; and (B) in the case of a converted entity that is not a business corporation or nonprofit corporation, any other person that is a party to an agreement that is part of the entity's private organic rules; and (9) the interests in the converting entity are converted, and the interest holders of the converting entity are entitled only to the rights provided to them under the plan of conversion and to any appraisal rights they have under Section 109 and the converting entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.llc.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 180/37-10(a) (Limited Liability Company Act); ILGA full-act page",
          "quote": "Sec. 37-10. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82.html",
          "source_sha256": "3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Limited%20Liability%20Company%20Act.&ActID=2290&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic entity of another type may convert into an Illinois LLC; a foreign entity of another type may do so if its home jurisdiction's law authorizes it (805 ILCS 415/201(a)-(b); 805 ILCS 180/37-10).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/201(a)(1), (b) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/201)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) By complying with the provisions of this Article applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.llc.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 180/37-10(a) (Limited Liability Company Act); ILGA full-act page; 805 ILCS 180/15-1(d)(9), 15-5(b)(11), 37-21(a) (approvals row)",
          "quote": "Sec. 37-10. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82.html",
          "source_sha256": "3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Limited%20Liability%20Company%20Act.&ActID=2290&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic LLC may convert to a domestic entity of a different type, or to a foreign entity of a different type if the foreign jurisdiction's law authorizes it (805 ILCS 415/201(a); 805 ILCS 180/37-10).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/201(a) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/201)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) By complying with this Article, a domestic entity may become: (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.llc.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 180/37-10(a) (Limited Liability Company Act); ILGA full-act page",
          "quote": "Sec. 37-10. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82.html",
          "source_sha256": "3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Limited%20Liability%20Company%20Act.&ActID=2290&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign LLC may become an Illinois LLC by domestication if the law of its jurisdiction of organization authorizes it (805 ILCS 415/301(b); 805 ILCS 180/37-10).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/301(b) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/301)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Except as otherwise provided in this Section, by complying with the provisions of this Article applicable to foreign entities a foreign entity may become a domestic entity of the same type in this State if the domestication is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 180/37-10(a) (Limited Liability Company Act); ILGA full-act page; 805 ILCS 180/15-1(d)(9), 15-5(b)(11), 37-21(a) (approvals row)",
          "quote": "Sec. 37-10. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82.html",
          "source_sha256": "3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Limited%20Liability%20Company%20Act.&ActID=2290&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Illinois LLC may domesticate as an LLC of a foreign jurisdiction if that jurisdiction's law authorizes it, after approving a plan of domestication (805 ILCS 415/301(a), 302; 805 ILCS 180/37-10).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/301(a) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/301)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this Section, by complying with this Article, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 180/37-10(a) (Limited Liability Company Act); ILGA full-act page",
          "quote": "Sec. 37-10. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82.html",
          "source_sha256": "3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Limited%20Liability%20Company%20Act.&ActID=2290&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Domestic or (if their law allows) foreign business, medical, nonprofit and professional service corporations, general partnerships (incl. LLPs) and limited partnerships (incl. LLLPs) may convert into an Illinois LLC (805 ILCS 415/201).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/102 (\"Entity\"); 201(a)(1), (b) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/102)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\" means: (1) a business corporation; (2) a medical corporation; (3) a nonprofit corporation; (4) a professional service corporation; (5) a general partnership, including a limited liability partnership; (6) a limited partnership, including a limited liability limited partnership; and (7) a limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 180/37-10(a) (Limited Liability Company Act); ILGA full-act page",
          "quote": "Sec. 37-10. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82.html",
          "source_sha256": "3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Limited%20Liability%20Company%20Act.&ActID=2290&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Illinois LLC may convert into domestic or (if that law allows) foreign business, medical, nonprofit and professional service corporations, general partnerships (incl. LLPs) and limited partnerships (incl. LLLPs) (805 ILCS 415/201).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/102 (\"Entity\"); 201(a) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/102)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\" means: (1) a business corporation; (2) a medical corporation; (3) a nonprofit corporation; (4) a professional service corporation; (5) a general partnership, including a limited liability partnership; (6) a limited partnership, including a limited liability limited partnership; and (7) a limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.llc.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 180/37-10(a) (Limited Liability Company Act); ILGA full-act page",
          "quote": "Sec. 37-10. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82.html",
          "source_sha256": "3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Limited%20Liability%20Company%20Act.&ActID=2290&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Filing fees for a statement of conversion and a statement of domestication are set in 805 ILCS 415/401(b); expedited-service fees for both are set in 805 ILCS 415/407(a).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/401(b)(1)-(2); 407(a)(1)-(2) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/401)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) The Secretary of State shall charge and collect for all of the following: […] (1) Filing statement of conversion […] (2) Filing statement of domestication",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 180/37-10(a) (Limited Liability Company Act); ILGA full-act page",
          "quote": "Sec. 37-10. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82.html",
          "source_sha256": "3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Limited%20Liability%20Company%20Act.&ActID=2290&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A plan of conversion or domestication is approved, then a statement of conversion or statement of domestication is signed and filed with the Secretary of State on its prescribed form (805 ILCS 415/202, 205, 302, 305, 404).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/202(a), 205(a), 302(a), 305(a), 404 (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/205)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A statement of conversion must be signed on behalf of the converting entity and filed with the Secretary of State.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.llc.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 180/37-10(a) (Limited Liability Company Act); ILGA full-act page",
          "quote": "Sec. 37-10. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82.html",
          "source_sha256": "3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Limited%20Liability%20Company%20Act.&ActID=2290&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Required: a conversion to or from a foreign entity, and a domestication into or out of Illinois, must be authorized by the law of the foreign jurisdiction (805 ILCS 415/201(a)(2), (b); 301(a)-(b)).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/201(a)(2), (b); 301(a)-(b) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/201)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.llc.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 180/37-10(a) (Limited Liability Company Act); ILGA full-act page; Art. 37 heading and 37-10",
          "quote": "Sec. 37-10. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82.html",
          "source_sha256": "3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Limited%20Liability%20Company%20Act.&ActID=2290&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
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      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Illinois uses 'domestication' (Entity Omnibus Act Art. 3) for an entity moving its jurisdiction while keeping its type; a change of type, including across jurisdictions, is a 'conversion' (Art. 2).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/102 (\"Domestication\"); Art. 3 heading; 301(a) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/102)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Domestication\" means a transaction authorized by Article 3.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.llc.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 180/37-10(a) (Limited Liability Company Act); ILGA full-act page",
          "quote": "Sec. 37-10. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82.html",
          "source_sha256": "3f4796a2f60420d0070be3c953b67555d4bb621654d9f41b93c6a527b83abb82",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Limited%20Liability%20Company%20Act.&ActID=2290&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, good-standing or tax-payment condition is stated in the Entity Omnibus Act's conversion and domestication provisions or in 805 ILCS 180/37-10(a).",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 215/1102(a) (Uniform Limited Partnership Act (2001)); ILGA full-act page; 805 ILCS 215/1107(a), 110(b)(11) (approvals row)",
          "quote": "Sec. 1102. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21.html",
          "source_sha256": "274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Uniform%20Limited%20Partnership%20Act%20(2001).&ActID=2625&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Approval follows the partnership agreement; absent a provision, the merger rule applies (consent of all partners); partners who gain personal liability must consent in a record (805 ILCS 415/203, 303; 805 ILCS 215/1107(a)).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/203(a)-(b); 303(a)-(b); 108 (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/203)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A plan of conversion is not effective unless it has been approved: (1) by a domestic converting entity: (A) in accordance with the requirements, if any, in its organic rules for approval of a conversion; (B) if its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of: (i) in the case of an entity that is not a business corporation, a merger, as if the conversion were a merger; or (ii) in the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; or (C) if neither its organic law nor organic rules provide for approval of a conversion or a merger described in subparagraph (B)(ii), by all of the interest holders of the entity entitled to vote on or consent to any matter; and (2) in a record, by each interest holder of a domestic converting entity that will have interest holder liability for liabilities that arise after the conversion becomes effective.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.lp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 215/1102(a) (Uniform Limited Partnership Act (2001)); ILGA full-act page",
          "quote": "Sec. 1102. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21.html",
          "source_sha256": "274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Uniform%20Limited%20Partnership%20Act%20(2001).&ActID=2625&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The converted or domesticated entity is the same entity without interruption; property stays vested, liabilities continue, its name may be substituted in pending actions, and no dissolution occurs (805 ILCS 415/206, 306).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/206(a), (g); 306(a), (g) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/206)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective: (1) the converted entity is: (A) organized under and subject to the organic law of the converted entity; and (B) the same entity without interruption as the converting entity, even though the organic law of the converted entity to require or allow the name of the converted entity may be modified; (2) all property of the converting entity continues to be vested in the converted entity without assignment, reversion, or impairment; (3) all liabilities of the converting entity continue as liabilities of the converted entity; (4) except as provided by law other than this Act or the plan of conversion, all of the rights, privileges, immunities, powers, and purposes of the converting entity remain in the converted entity; (5) the name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) if a converted entity is a filing entity, its public organic document is effective and is binding on its interest holders; (7) if the converted entity is a limited liability partnership, its statement of qualification is effective simultaneously; (8) the private organic rules of the converted entity that are to be in a record, if any, approved as part of the plan of conversion are effective and are binding on and enforceable by: (A) its interest holders; and (B) in the case of a converted entity that is not a business corporation or nonprofit corporation, any other person that is a party to an agreement that is part of the entity's private organic rules; and (9) the interests in the converting entity are converted, and the interest holders of the converting entity are entitled only to the rights provided to them under the plan of conversion and to any appraisal rights they have under Section 109 and the converting entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 215/1102(a) (Uniform Limited Partnership Act (2001)); ILGA full-act page",
          "quote": "Sec. 1102. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21.html",
          "source_sha256": "274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Uniform%20Limited%20Partnership%20Act%20(2001).&ActID=2625&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic entity of another type may convert into an Illinois limited partnership; a foreign one may if its home jurisdiction's law authorizes it (805 ILCS 415/201(a)-(b); 805 ILCS 215/1102).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/201(a)(1), (b) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/201)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) By complying with the provisions of this Article applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
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      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 215/1102(a) (Uniform Limited Partnership Act (2001)); ILGA full-act page",
          "quote": "Sec. 1102. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21.html",
          "source_sha256": "274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Uniform%20Limited%20Partnership%20Act%20(2001).&ActID=2625&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic limited partnership may convert to a domestic entity of a different type, or to a foreign one if the foreign jurisdiction's law authorizes it (805 ILCS 415/201(a); 805 ILCS 215/1102).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/201(a) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/201)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) By complying with this Article, a domestic entity may become: (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
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      "rendered": "value",
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      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 215/1102(a) (Uniform Limited Partnership Act (2001)); ILGA full-act page",
          "quote": "Sec. 1102. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21.html",
          "source_sha256": "274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Uniform%20Limited%20Partnership%20Act%20(2001).&ActID=2625&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign limited partnership may become an Illinois limited partnership by domestication if the law of its jurisdiction of organization authorizes it (805 ILCS 415/301(b); 805 ILCS 215/1102).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/301(b) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/301)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Except as otherwise provided in this Section, by complying with the provisions of this Article applicable to foreign entities a foreign entity may become a domestic entity of the same type in this State if the domestication is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
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      "source_class": "S1",
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      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 215/1102(a) (Uniform Limited Partnership Act (2001)); ILGA full-act page",
          "quote": "Sec. 1102. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21.html",
          "source_sha256": "274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Uniform%20Limited%20Partnership%20Act%20(2001).&ActID=2625&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Illinois limited partnership may domesticate in a foreign jurisdiction if that jurisdiction's law authorizes it, after approving a plan of domestication (805 ILCS 415/301(a), 302; 805 ILCS 215/1102).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/301(a) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/301)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this Section, by complying with this Article, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 215/1102(a) (Uniform Limited Partnership Act (2001)); ILGA full-act page",
          "quote": "Sec. 1102. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21.html",
          "source_sha256": "274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Uniform%20Limited%20Partnership%20Act%20(2001).&ActID=2625&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Domestic or (if their law allows) foreign business, medical, nonprofit and professional service corporations, general partnerships (incl. LLPs) and LLCs may convert into an Illinois limited partnership (805 ILCS 415/201).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/102 (\"Entity\"); 201(a)(1), (b) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/102)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\" means: (1) a business corporation; (2) a medical corporation; (3) a nonprofit corporation; (4) a professional service corporation; (5) a general partnership, including a limited liability partnership; (6) a limited partnership, including a limited liability limited partnership; and (7) a limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 215/1102(a) (Uniform Limited Partnership Act (2001)); ILGA full-act page",
          "quote": "Sec. 1102. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21.html",
          "source_sha256": "274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Uniform%20Limited%20Partnership%20Act%20(2001).&ActID=2625&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Illinois limited partnership may convert into domestic or (if that law allows) foreign business, medical, nonprofit and professional service corporations, general partnerships (incl. LLPs) and LLCs (805 ILCS 415/201).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/102 (\"Entity\"); 201(a) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/102)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\" means: (1) a business corporation; (2) a medical corporation; (3) a nonprofit corporation; (4) a professional service corporation; (5) a general partnership, including a limited liability partnership; (6) a limited partnership, including a limited liability limited partnership; and (7) a limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.lp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 215/1102(a) (Uniform Limited Partnership Act (2001)); ILGA full-act page",
          "quote": "Sec. 1102. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21.html",
          "source_sha256": "274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Uniform%20Limited%20Partnership%20Act%20(2001).&ActID=2625&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Filing fees for a statement of conversion and a statement of domestication are set in 805 ILCS 415/401(b); expedited-service fees for both are set in 805 ILCS 415/407(a).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/401(b)(1)-(2); 407(a)(1)-(2) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/401)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) The Secretary of State shall charge and collect for all of the following: […] (1) Filing statement of conversion […] (2) Filing statement of domestication",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 215/1102(a) (Uniform Limited Partnership Act (2001)); ILGA full-act page",
          "quote": "Sec. 1102. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21.html",
          "source_sha256": "274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Uniform%20Limited%20Partnership%20Act%20(2001).&ActID=2625&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A plan of conversion or domestication is approved, then a statement of conversion or statement of domestication is signed and filed with the Secretary of State on its prescribed form (805 ILCS 415/202, 205, 302, 305, 404).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/202(a), 205(a), 302(a), 305(a), 404 (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/205)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A statement of conversion must be signed on behalf of the converting entity and filed with the Secretary of State.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.lp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 215/1102(a) (Uniform Limited Partnership Act (2001)); ILGA full-act page",
          "quote": "Sec. 1102. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21.html",
          "source_sha256": "274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Uniform%20Limited%20Partnership%20Act%20(2001).&ActID=2625&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Required: a conversion to or from a foreign entity, and a domestication into or out of Illinois, must be authorized by the law of the foreign jurisdiction (805 ILCS 415/201(a)(2), (b); 301(a)-(b)).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/201(a)(2), (b); 301(a)-(b) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/201)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.lp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 215/1102(a) (Uniform Limited Partnership Act (2001)); ILGA full-act page; Sec. 1102 heading",
          "quote": "Sec. 1102. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21.html",
          "source_sha256": "274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Uniform%20Limited%20Partnership%20Act%20(2001).&ActID=2625&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Illinois uses 'domestication' (Entity Omnibus Act Art. 3) for an entity moving its jurisdiction while keeping its type; a change of type, including across jurisdictions, is a 'conversion' (Art. 2).",
      "fetch_event_id": null,
      "pinpoint": "805 ILCS 415/102 (\"Domestication\"); Art. 3 heading; 301(a) (Entity Omnibus Act); ILGA full-act page, section block '(805 ILCS 415/102)'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Domestication\" means a transaction authorized by Article 3.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IL.lp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "805 ILCS 215/1102(a) (Uniform Limited Partnership Act (2001)); ILGA full-act page",
          "quote": "Sec. 1102. Conversions and domestications. (a) Conversions and domestications are governed by the Entity Omnibus Act.",
          "role": "organic act applies the Entity Omnibus Act to this entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21.html",
          "source_sha256": "274dcc7bb25b6bcda1ef13d377009ab3a9ff96027177cbf00f983de1d3c81f21",
          "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Uniform%20Limited%20Partnership%20Act%20(2001).&ActID=2625&ChapterID=65&SeqStart=&&ChapAct=FullText"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, good-standing or tax-payment condition is stated in the Entity Omnibus Act's conversion and domestication provisions or in 805 ILCS 215/1102(a).",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IL/snapshots/c50/IL/9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9d95d4ac35384cee641e7904e00909b69a88f8d15cee372271ef8d56ffa84a45",
      "source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Indiana business corporation approves under its organic rules, specified merger-approval rules, or the statutory fallback; written consent is required from holders assuming post-transaction liability.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-4-3(a)-(b); IC 23-0.6-5-3(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A plan of conversion is not effective unless it has been approved: (1) by a domestic converting entity: (A) in accordance with the requirements, if any, in its organic rules for approval of a conversion; (B) if its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of: (i) in the case of an entity that is not a business corporation, a merger, as if the conversion were a merger; or (ii) in the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; or (C) by all of the interest holders of the entity entitled to vote on or consent to any matter if, in the case of any entity that is not a business corporation, neither its organic law nor organic rules provide for approval of a conversion or a merger; and (2) in a record, by each interest holder of a domestic converting entity which will have interest holder liability for debts, obligations, and other liabilities that are incurred after the conversion becomes effective, unless, in the case of an entity that is not a business corporation: (A) the organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all the interest holders; and (B) the interest holder voted for or consented in a record to that provision of the organic rules or became an interest holder after the adoption of that provision. (b) A conversion of a foreign converting entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "On conversion or domestication, the same entity continues without interruption; property remains vested, liabilities continue, and pending proceedings continue under IC 23-0.6-4-6(a) and -5-6(a).",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-4-6(a); IC 23-0.6-5-6(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective: (1) the converted entity is: (A) organized under and subject to the organic law of the converted entity; and (B) the same entity without interruption as the converting entity; (2) all property of the converting entity continues to be vested in the converted entity without transfer, reversion, or impairment; (3) all debts, obligations, and other liabilities of the converting entity continue as debts, obligations, and other liabilities of the converted entity; (4) except as otherwise provided by law or the plan of conversion, all the rights, privileges, immunities, powers, and purposes of the converting entity remain in the converted entity; (5) the name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) if a converted entity is a filing entity, its public organic record is effective; (7) the private organic rules of the converted entity which are to be in a record, if any, approved as part of the plan of conversion are effective; (8) a proceeding pending against any party to the conversion may be continued as if the conversion did not occur or the surviving entity may be substituted in the proceeding for the entity whose existence ceased; and (9) the interests in the converting entity are converted, and the interest holders of the converting entity are entitled only to the rights provided to them under the plan of conversion and to any appraisal rights they have under IC 23-0.6-1-8 and the converting entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A different domestic entity type may convert into an Indiana business corporation; a different foreign type may do so if its formation jurisdiction authorizes it, subject to IC 23-0.6-4-1(c)-(e).",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-4-1(a)-(e); Title 23 capture, Uniform Business Organization Transactions Act",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with this article or other law, a domestic entity may become: (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Indiana business corporation may convert to a different domestic entity type, or to a different foreign type if the foreign jurisdiction authorizes it, subject to IC 23-0.6-4-1(c)-(e).",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-4-1(a), (c)-(e); Title 23 capture, Uniform Business Organization Transactions Act",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with this article or other law, a domestic entity may become: (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign business corporation may become an Indiana business corporation by domestication if its formation jurisdiction authorizes the domestication and the IC 23-0.6-5 filing and approval rules are met.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-5-1(b); Title 23 capture, Uniform Business Organization Transactions Act",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Indiana business corporation may become the same entity type in a foreign jurisdiction by domestication if that jurisdiction authorizes it and the IC 23-0.6-5 plan, approval, and filing rules are met.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-5-1(a); Title 23 capture, Uniform Business Organization Transactions Act",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with this article, a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Entities of a different type may convert into an Indiana business corporation; the eligible source classes are the other listed for-profit entity types, excluding nonprofit corporations under IC 23-0.6-4-1(c),(e).",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.5-1.5-8; IC 23-0.6-4-1(c)-(e)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 8. (a) \"Entity\" means: (1) a business corporation; (2) a nonprofit corporation; (3) a general partnership, including a limited liability partnership; (4) a limited partnership; or (5) a limited liability company. (b) The term does not include: (1) an individual; (2) a business trust, a trust with a predominately donative purpose, or a charitable trust; (3) an association or relationship that: (A) is not listed in subsection (a); and (B) is not a partnership under the rules stated in IC 23-4-1-7 or a similar provision of the law of another jurisdiction; (4) a decedent's estate; (5) a government or a governmental subdivision, agency, or instrumentality; or (6) any other person that has: (A) a legal existence separate from any interest holder of that person; or (B) the power to acquire an interest in real property in its own name.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Indiana business corporation may convert to the other listed for-profit entity types; conversion to a nonprofit corporation is barred by IC 23-0.6-4-1(c), and nonprofit corporations may not convert.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.5-1.5-8; IC 23-0.6-4-1(c)-(e)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 8. (a) \"Entity\" means: (1) a business corporation; (2) a nonprofit corporation; (3) a general partnership, including a limited liability partnership; (4) a limited partnership; or (5) a limited liability company. (b) The term does not include: (1) an individual; (2) a business trust, a trust with a predominately donative purpose, or a charitable trust; (3) an association or relationship that: (A) is not listed in subsection (a); and (B) is not a partnership under the rules stated in IC 23-4-1-7 or a similar provision of the law of another jurisdiction; (4) a decedent's estate; (5) a government or a governmental subdivision, agency, or instrumentality; or (6) any other person that has: (A) a legal existence separate from any interest holder of that person; or (B) the power to acquire an interest in real property in its own name.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Filing-fee locations: IC 23-0.5-9-49 for articles of conversion and IC 23-0.5-9-51 for articles of domestication.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.5-9-49 and IC 23-0.5-9-51",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The secretary of state shall collect the following fees for filing articles of conversion: […] The secretary of state shall collect the following fees for filing articles of domestication:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Indiana requires signed articles of conversion or articles of domestication to be delivered to the secretary of state for filing (IC 23-0.6-4-5(a); IC 23-0.6-5-5(a)).",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-4-5(a); IC 23-0.6-5-5(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Articles of conversion must be signed by the converting entity and delivered to the secretary of state for filing. […] Articles of domestication must be signed by the domesticating entity and delivered to the secretary of state for filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "For a foreign conversion or domestication, Indiana requires authorization under the relevant foreign jurisdiction's law; an inbound foreign entity's formation law also must authorize the transaction.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-4-1(a)(2), (b); IC 23-0.6-5-1(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with this article or other law, a domestic entity may become: (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Indiana uses the statutory term “domestication” for the same-type change of jurisdiction governed by IC 23-0.6-5.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-1.5-14 (definition of domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 14. \"Domestication\" means a transaction authorized by IC 23-0.6-5.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, good-standing, or revenue-department condition is stated in the complete IC 23-0.6-4 conversion or IC 23-0.6-5 domestication chapter bodies.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Indiana LLC approves under its organic rules, specified merger-approval rules, or the statutory fallback; written consent is required from holders assuming post-transaction liability.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-4-3(a)-(b); IC 23-0.6-5-3(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A plan of conversion is not effective unless it has been approved: (1) by a domestic converting entity: (A) in accordance with the requirements, if any, in its organic rules for approval of a conversion; (B) if its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of: (i) in the case of an entity that is not a business corporation, a merger, as if the conversion were a merger; or (ii) in the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; or (C) by all of the interest holders of the entity entitled to vote on or consent to any matter if, in the case of any entity that is not a business corporation, neither its organic law nor organic rules provide for approval of a conversion or a merger; and (2) in a record, by each interest holder of a domestic converting entity which will have interest holder liability for debts, obligations, and other liabilities that are incurred after the conversion becomes effective, unless, in the case of an entity that is not a business corporation: (A) the organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all the interest holders; and (B) the interest holder voted for or consented in a record to that provision of the organic rules or became an interest holder after the adoption of that provision. (b) A conversion of a foreign converting entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "On conversion or domestication, the same entity continues without interruption; property remains vested, liabilities continue, and pending proceedings continue under IC 23-0.6-4-6(a) and -5-6(a).",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-4-6(a); IC 23-0.6-5-6(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective: (1) the converted entity is: (A) organized under and subject to the organic law of the converted entity; and (B) the same entity without interruption as the converting entity; (2) all property of the converting entity continues to be vested in the converted entity without transfer, reversion, or impairment; (3) all debts, obligations, and other liabilities of the converting entity continue as debts, obligations, and other liabilities of the converted entity; (4) except as otherwise provided by law or the plan of conversion, all the rights, privileges, immunities, powers, and purposes of the converting entity remain in the converted entity; (5) the name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) if a converted entity is a filing entity, its public organic record is effective; (7) the private organic rules of the converted entity which are to be in a record, if any, approved as part of the plan of conversion are effective; (8) a proceeding pending against any party to the conversion may be continued as if the conversion did not occur or the surviving entity may be substituted in the proceeding for the entity whose existence ceased; and (9) the interests in the converting entity are converted, and the interest holders of the converting entity are entitled only to the rights provided to them under the plan of conversion and to any appraisal rights they have under IC 23-0.6-1-8 and the converting entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A different domestic entity type may convert into an Indiana LLC; a different foreign type may do so if its formation jurisdiction authorizes it, subject to IC 23-0.6-4-1(c)-(e).",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-4-1(a)-(e); Title 23 capture, Uniform Business Organization Transactions Act",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with this article or other law, a domestic entity may become: (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Indiana LLC may convert to a different domestic entity type, or to a different foreign type if the foreign jurisdiction authorizes it, subject to IC 23-0.6-4-1(c)-(e).",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-4-1(a), (c)-(e); Title 23 capture, Uniform Business Organization Transactions Act",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with this article or other law, a domestic entity may become: (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign LLC may become an Indiana LLC by domestication if its formation jurisdiction authorizes the domestication and the IC 23-0.6-5 filing and approval rules are met.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-5-1(b); Title 23 capture, Uniform Business Organization Transactions Act",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Indiana LLC may become the same entity type in a foreign jurisdiction by domestication if that jurisdiction authorizes it and the IC 23-0.6-5 plan, approval, and filing rules are met.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-5-1(a); Title 23 capture, Uniform Business Organization Transactions Act",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with this article, a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Entities of a different type may convert into an Indiana LLC; the eligible source classes are the other listed for-profit entity types, excluding nonprofit corporations under IC 23-0.6-4-1(c),(e).",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.5-1.5-8; IC 23-0.6-4-1(c)-(e)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 8. (a) \"Entity\" means: (1) a business corporation; (2) a nonprofit corporation; (3) a general partnership, including a limited liability partnership; (4) a limited partnership; or (5) a limited liability company. (b) The term does not include: (1) an individual; (2) a business trust, a trust with a predominately donative purpose, or a charitable trust; (3) an association or relationship that: (A) is not listed in subsection (a); and (B) is not a partnership under the rules stated in IC 23-4-1-7 or a similar provision of the law of another jurisdiction; (4) a decedent's estate; (5) a government or a governmental subdivision, agency, or instrumentality; or (6) any other person that has: (A) a legal existence separate from any interest holder of that person; or (B) the power to acquire an interest in real property in its own name.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Indiana LLC may convert to the other listed for-profit entity types; conversion to a nonprofit corporation is barred by IC 23-0.6-4-1(c), and nonprofit corporations may not convert.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.5-1.5-8; IC 23-0.6-4-1(c)-(e)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 8. (a) \"Entity\" means: (1) a business corporation; (2) a nonprofit corporation; (3) a general partnership, including a limited liability partnership; (4) a limited partnership; or (5) a limited liability company. (b) The term does not include: (1) an individual; (2) a business trust, a trust with a predominately donative purpose, or a charitable trust; (3) an association or relationship that: (A) is not listed in subsection (a); and (B) is not a partnership under the rules stated in IC 23-4-1-7 or a similar provision of the law of another jurisdiction; (4) a decedent's estate; (5) a government or a governmental subdivision, agency, or instrumentality; or (6) any other person that has: (A) a legal existence separate from any interest holder of that person; or (B) the power to acquire an interest in real property in its own name.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Filing-fee locations: IC 23-0.5-9-49 for articles of conversion and IC 23-0.5-9-51 for articles of domestication.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.5-9-49 and IC 23-0.5-9-51",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The secretary of state shall collect the following fees for filing articles of conversion: […] The secretary of state shall collect the following fees for filing articles of domestication:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Indiana requires signed articles of conversion or articles of domestication to be delivered to the secretary of state for filing (IC 23-0.6-4-5(a); IC 23-0.6-5-5(a)).",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-4-5(a); IC 23-0.6-5-5(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Articles of conversion must be signed by the converting entity and delivered to the secretary of state for filing. […] Articles of domestication must be signed by the domesticating entity and delivered to the secretary of state for filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "For a foreign conversion or domestication, Indiana requires authorization under the relevant foreign jurisdiction's law; an inbound foreign entity's formation law also must authorize the transaction.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-4-1(a)(2), (b); IC 23-0.6-5-1(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with this article or other law, a domestic entity may become: (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Indiana uses the statutory term “domestication” for the same-type change of jurisdiction governed by IC 23-0.6-5.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-1.5-14 (definition of domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 14. \"Domestication\" means a transaction authorized by IC 23-0.6-5.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, good-standing, or revenue-department condition is stated in the complete IC 23-0.6-4 conversion or IC 23-0.6-5 domestication chapter bodies.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Indiana limited partnership approves under its organic rules, specified merger-approval rules, or the statutory fallback; written consent is required from holders assuming post-transaction liability.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-4-3(a)-(b); IC 23-0.6-5-3(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A plan of conversion is not effective unless it has been approved: (1) by a domestic converting entity: (A) in accordance with the requirements, if any, in its organic rules for approval of a conversion; (B) if its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of: (i) in the case of an entity that is not a business corporation, a merger, as if the conversion were a merger; or (ii) in the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; or (C) by all of the interest holders of the entity entitled to vote on or consent to any matter if, in the case of any entity that is not a business corporation, neither its organic law nor organic rules provide for approval of a conversion or a merger; and (2) in a record, by each interest holder of a domestic converting entity which will have interest holder liability for debts, obligations, and other liabilities that are incurred after the conversion becomes effective, unless, in the case of an entity that is not a business corporation: (A) the organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all the interest holders; and (B) the interest holder voted for or consented in a record to that provision of the organic rules or became an interest holder after the adoption of that provision. (b) A conversion of a foreign converting entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "On conversion or domestication, the same entity continues without interruption; property remains vested, liabilities continue, and pending proceedings continue under IC 23-0.6-4-6(a) and -5-6(a).",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-4-6(a); IC 23-0.6-5-6(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective: (1) the converted entity is: (A) organized under and subject to the organic law of the converted entity; and (B) the same entity without interruption as the converting entity; (2) all property of the converting entity continues to be vested in the converted entity without transfer, reversion, or impairment; (3) all debts, obligations, and other liabilities of the converting entity continue as debts, obligations, and other liabilities of the converted entity; (4) except as otherwise provided by law or the plan of conversion, all the rights, privileges, immunities, powers, and purposes of the converting entity remain in the converted entity; (5) the name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) if a converted entity is a filing entity, its public organic record is effective; (7) the private organic rules of the converted entity which are to be in a record, if any, approved as part of the plan of conversion are effective; (8) a proceeding pending against any party to the conversion may be continued as if the conversion did not occur or the surviving entity may be substituted in the proceeding for the entity whose existence ceased; and (9) the interests in the converting entity are converted, and the interest holders of the converting entity are entitled only to the rights provided to them under the plan of conversion and to any appraisal rights they have under IC 23-0.6-1-8 and the converting entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A different domestic entity type may convert into an Indiana limited partnership; a different foreign type may do so if its formation jurisdiction authorizes it, subject to IC 23-0.6-4-1(c)-(e).",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-4-1(a)-(e); Title 23 capture, Uniform Business Organization Transactions Act",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with this article or other law, a domestic entity may become: (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Indiana limited partnership may convert to a different domestic entity type, or to a different foreign type if the foreign jurisdiction authorizes it, subject to IC 23-0.6-4-1(c)-(e).",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-4-1(a), (c)-(e); Title 23 capture, Uniform Business Organization Transactions Act",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with this article or other law, a domestic entity may become: (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign limited partnership may become an Indiana limited partnership by domestication if its formation jurisdiction authorizes the domestication and the IC 23-0.6-5 filing and approval rules are met.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-5-1(b); Title 23 capture, Uniform Business Organization Transactions Act",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Indiana limited partnership may become the same entity type in a foreign jurisdiction by domestication if that jurisdiction authorizes it and the IC 23-0.6-5 plan, approval, and filing rules are met.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-5-1(a); Title 23 capture, Uniform Business Organization Transactions Act",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with this article, a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Entities of a different type may convert into an Indiana limited partnership; the eligible source classes are the other listed for-profit entity types, excluding nonprofit corporations under IC 23-0.6-4-1(c),(e).",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.5-1.5-8; IC 23-0.6-4-1(c)-(e)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 8. (a) \"Entity\" means: (1) a business corporation; (2) a nonprofit corporation; (3) a general partnership, including a limited liability partnership; (4) a limited partnership; or (5) a limited liability company. (b) The term does not include: (1) an individual; (2) a business trust, a trust with a predominately donative purpose, or a charitable trust; (3) an association or relationship that: (A) is not listed in subsection (a); and (B) is not a partnership under the rules stated in IC 23-4-1-7 or a similar provision of the law of another jurisdiction; (4) a decedent's estate; (5) a government or a governmental subdivision, agency, or instrumentality; or (6) any other person that has: (A) a legal existence separate from any interest holder of that person; or (B) the power to acquire an interest in real property in its own name.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An Indiana limited partnership may convert to the other listed for-profit entity types; conversion to a nonprofit corporation is barred by IC 23-0.6-4-1(c), and nonprofit corporations may not convert.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.5-1.5-8; IC 23-0.6-4-1(c)-(e)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 8. (a) \"Entity\" means: (1) a business corporation; (2) a nonprofit corporation; (3) a general partnership, including a limited liability partnership; (4) a limited partnership; or (5) a limited liability company. (b) The term does not include: (1) an individual; (2) a business trust, a trust with a predominately donative purpose, or a charitable trust; (3) an association or relationship that: (A) is not listed in subsection (a); and (B) is not a partnership under the rules stated in IC 23-4-1-7 or a similar provision of the law of another jurisdiction; (4) a decedent's estate; (5) a government or a governmental subdivision, agency, or instrumentality; or (6) any other person that has: (A) a legal existence separate from any interest holder of that person; or (B) the power to acquire an interest in real property in its own name.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Filing-fee locations: IC 23-0.5-9-49 for articles of conversion and IC 23-0.5-9-51 for articles of domestication.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.5-9-49 and IC 23-0.5-9-51",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The secretary of state shall collect the following fees for filing articles of conversion: […] The secretary of state shall collect the following fees for filing articles of domestication:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Indiana requires signed articles of conversion or articles of domestication to be delivered to the secretary of state for filing (IC 23-0.6-4-5(a); IC 23-0.6-5-5(a)).",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-4-5(a); IC 23-0.6-5-5(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Articles of conversion must be signed by the converting entity and delivered to the secretary of state for filing. […] Articles of domestication must be signed by the domesticating entity and delivered to the secretary of state for filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "For a foreign conversion or domestication, Indiana requires authorization under the relevant foreign jurisdiction's law; an inbound foreign entity's formation law also must authorize the transaction.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-4-1(a)(2), (b); IC 23-0.6-5-1(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with this article or other law, a domestic entity may become: (1) a domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Indiana uses the statutory term “domestication” for the same-type change of jurisdiction governed by IC 23-0.6-5.",
      "fetch_event_id": null,
      "pinpoint": "IC 23-0.6-1.5-14 (definition of domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 14. \"Domestication\" means a transaction authorized by IC 23-0.6-5.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#IN.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, good-standing, or revenue-department condition is stated in the complete IC 23-0.6-4 conversion or IC 23-0.6-5 domestication chapter bodies.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/IN/snapshots/in-title23-business-associations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cd5fb37c3ebcd811d9637c9192f2f8c1664a06a5c5f289a5bcf1977466c99e6f",
      "source_url": "https://iga.in.gov/ic/2026/Title_23.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Approval follows the entity's organic rules, then its merger-approval rule, and otherwise requires all voting interest holders; liability-bearing holders may also need written approval.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-403",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) An agreement of conversion is not effective unless it has been approved: (1) By a domestic converting entity: (A) In accordance with the requirements, if any, in its organic rules for approval of a conversion; (B) if its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of: (i) In the case of an entity that is not a corporation, a merger, as if the conversion were a merger; or (ii) in the case of a corporation, a merger requiring approval by a vote of the interest holders of the corporation, as if the conversion were that type of merger; or (C) if neither its organic law nor organic rules provide for approval of a conversion or a merger described in subparagraph (B), by all of the interest holders of the entity entitled to vote on or consent to any matter; and (2) in a record, by each interest holder of a domestic converting entity that will have interest holder liability for liabilities that arise after the conversion becomes effective, unless, in the case of an entity that is not a corporation: (A) The organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders; and (B) the interest holder voted for or consented in a record to that provision of the organic rules or became an interest holder after the adoption of that provision. (b) A conversion of a foreign converting entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/604e7fc4bb5ee99341dd31f9234cc12fe4911fbec0b21cf3dcc35934098da98d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "604e7fc4bb5ee99341dd31f9234cc12fe4911fbec0b21cf3dcc35934098da98d",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0403.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The converted entity continues without interruption; property, liabilities, rights, and pending proceedings continue under K.S.A. 17-78-406(a).",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-406(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective: (1) The converted entity is: (A) Organized under and subject to the organic law of the converted entity; and (B) the same entity without interruption as the converting entity; (2) all property of the converting entity continues to be vested in the converted entity without assignment, reversion or impairment; (3) all liabilities of the converting entity continue as liabilities of the converted entity; (4) except as provided by law other than this act or the agreement of conversion, all of the rights, privileges, immunities, powers and purposes of the converting entity remain in the converted entity; (5) the name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) if a converted entity is a filing entity, its public organic document is effective and is binding on its interest holders; (7) if the converted entity is a limited liability partnership, its statement of qualification is effective simultaneously; (8) the private organic rules of the converted entity that are to be in a record, if any, approved as part of the agreement of conversion are effective and are binding on and enforceable by: (A) Its interest holders; and (B) in the case of a converted entity that is not a corporation, any other person that is a party to an agreement that is part of the entity's private organic rules; and (9) the interests in the converting entity are converted and the interest holders of the converting entity are entitled only to the rights provided to them under the agreement of conversion and to any appraisal rights they have under K.S.A. 17-78-109 , and amendments thereto, and the converting entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/34810e1bfa780ae8010193931dfbfd22998bda964068c553840793f299a96051.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "34810e1bfa780ae8010193931dfbfd22998bda964068c553840793f299a96051",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0406.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A different foreign entity type may convert into a Kansas business corporation if its jurisdiction of organization authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-401(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Except as otherwise provided in this section, by complying with the provisions of K.S.A. 17-78-401 through 17-78-406 , and amendments thereto, applicable to foreign entities a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Kansas business corporation may convert to a different domestic entity type or, if the destination law authorizes it, a different foreign entity type.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-401(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this section, by complying with K.S.A. 17-78-401 through 17-78-406 , and amendments thereto, a domestic entity may become: (1) A domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign business corporation may domesticate into Kansas if its jurisdiction of organization authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-501(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Except as otherwise provided in this section, by complying with the provisions of K.S.A. 17-78-501 through 17-78-506 , and amendments thereto, applicable to foreign entities a foreign entity may become a domestic entity of the same type in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/3ed33b550b6e19df35ade13bea188084f4500da5faf39593b6985bfb6e5d7ad4.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3ed33b550b6e19df35ade13bea188084f4500da5faf39593b6985bfb6e5d7ad4",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0501.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Kansas business corporation may domesticate into a foreign jurisdiction if that jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-501(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this section, by complying with K.S.A. 17-78-501 through 17-78-506 , and amendments thereto, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/3ed33b550b6e19df35ade13bea188084f4500da5faf39593b6985bfb6e5d7ad4.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3ed33b550b6e19df35ade13bea188084f4500da5faf39593b6985bfb6e5d7ad4",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0501.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The Act's entity definition supplies the types that may convert into a Kansas business corporation; conversion requires a different type.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-102(l); 17-78-401(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(l) \"Entity\" means: (1) A corporation; (2) a general partnership, including a limited liability partnership; (3) a limited partnership, including a limited liability limited partnership; (4) a limited liability company; (5) a business trust or statutory trust entity; (6) a cooperative; or (7) any other person that has a separate legal existence or has the power to acquire an interest in real property in its own name other than: (A) An individual; (B) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (C) an association or relationship that is not a partnership solely by reason of K.S.A. 56a-202 (c), and amendments thereto, or a similar provision of the law of any other jurisdiction; (D) a decedent's estate; or (E) a government, a governmental subdivision, agency or instrumentality or a quasi-governmental instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/59a431a7cb427598da8e0533f996f04a47f18c551cd1191104d0baf8e1014c0b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "59a431a7cb427598da8e0533f996f04a47f18c551cd1191104d0baf8e1014c0b",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0102.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The Act's entity definition supplies the types into which a Kansas business corporation may convert; conversion requires a different type.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-102(l); 17-78-401(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(l) \"Entity\" means: (1) A corporation; (2) a general partnership, including a limited liability partnership; (3) a limited partnership, including a limited liability limited partnership; (4) a limited liability company; (5) a business trust or statutory trust entity; (6) a cooperative; or (7) any other person that has a separate legal existence or has the power to acquire an interest in real property in its own name other than: (A) An individual; (B) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (C) an association or relationship that is not a partnership solely by reason of K.S.A. 56a-202 (c), and amendments thereto, or a similar provision of the law of any other jurisdiction; (D) a decedent's estate; or (E) a government, a governmental subdivision, agency or instrumentality or a quasi-governmental instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/59a431a7cb427598da8e0533f996f04a47f18c551cd1191104d0baf8e1014c0b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "59a431a7cb427598da8e0533f996f04a47f18c551cd1191104d0baf8e1014c0b",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0102.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The complete Kansas conversion and domestication provisions require certificate filing but state no filing-fee locator.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/9bdf6d104c8ab1305356ba3f413350e62d286f63c2a2bb5eb4749d92a9e61835.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9bdf6d104c8ab1305356ba3f413350e62d286f63c2a2bb5eb4749d92a9e61835",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0405.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "K.S.A. 17-78-402(a)",
          "quote": "(a) A domestic entity may convert to a different type of entity under K.S.A. 17-78-401 through 17-78-406 , and amendments thereto, by approving an agreement of conversion. The agreement shall be in a record and contain: (1) The name and type of the converting entity; (2) the name, jurisdiction of organization and type of the converted entity; (3) the manner of converting the interests in the converting entity into interests, securities, obligations, rights to acquire interests or securities, cash, or other property or any combination of the foregoing; (4) the proposed public organic document of the converted entity if it will be a filing entity; (5) the full text of the private organic rules of the converted entity that are proposed to be in a record; (6) the other terms and conditions of the conversion; and (7) any other provision required by the law of this state or the organic rules of the converting entity.",
          "role": "conversion_agreement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/5a3e7d6669de1496a826847283a15588d3c6fa60feb4e4f5d0fb8bee7535224f.html",
          "source_sha256": "5a3e7d6669de1496a826847283a15588d3c6fa60feb4e4f5d0fb8bee7535224f",
          "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0402.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The entity approves an agreement of conversion and files a certificate of conversion with the Secretary of State.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-405(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A certificate of conversion shall be signed on behalf of the converting entity and filed with the secretary of state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/9bdf6d104c8ab1305356ba3f413350e62d286f63c2a2bb5eb4749d92a9e61835.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9bdf6d104c8ab1305356ba3f413350e62d286f63c2a2bb5eb4749d92a9e61835",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0405.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A conversion involving a foreign jurisdiction requires authorization under that jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-401(a)(2), (b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this section, by complying with K.S.A. 17-78-401 through 17-78-406 , and amendments thereto, a domestic entity may become: (1) A domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of K.S.A. 17-78-401 through 17-78-406 , and amendments thereto, applicable to foreign entities a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Kansas uses and defines the term domestication for a same-entity continuation under a different jurisdiction's organic law.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-102(k)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(k) \"Domestication\" means a transaction authorized by K.S.A. 17-78-501 through 17-78-506 , and amendments thereto.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/59a431a7cb427598da8e0533f996f04a47f18c551cd1191104d0baf8e1014c0b.html",
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      "source_class": "S1",
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      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0102.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The complete Kansas conversion and domestication provisions state no tax-clearance, tax-payment, or good-standing condition.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Approval follows the entity's organic rules, then its merger-approval rule, and otherwise requires all voting interest holders; liability-bearing holders may also need written approval.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-403",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) An agreement of conversion is not effective unless it has been approved: (1) By a domestic converting entity: (A) In accordance with the requirements, if any, in its organic rules for approval of a conversion; (B) if its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of: (i) In the case of an entity that is not a corporation, a merger, as if the conversion were a merger; or (ii) in the case of a corporation, a merger requiring approval by a vote of the interest holders of the corporation, as if the conversion were that type of merger; or (C) if neither its organic law nor organic rules provide for approval of a conversion or a merger described in subparagraph (B), by all of the interest holders of the entity entitled to vote on or consent to any matter; and (2) in a record, by each interest holder of a domestic converting entity that will have interest holder liability for liabilities that arise after the conversion becomes effective, unless, in the case of an entity that is not a corporation: (A) The organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders; and (B) the interest holder voted for or consented in a record to that provision of the organic rules or became an interest holder after the adoption of that provision. (b) A conversion of a foreign converting entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/604e7fc4bb5ee99341dd31f9234cc12fe4911fbec0b21cf3dcc35934098da98d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "604e7fc4bb5ee99341dd31f9234cc12fe4911fbec0b21cf3dcc35934098da98d",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0403.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The converted entity continues without interruption; property, liabilities, rights, and pending proceedings continue under K.S.A. 17-78-406(a).",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-406(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective: (1) The converted entity is: (A) Organized under and subject to the organic law of the converted entity; and (B) the same entity without interruption as the converting entity; (2) all property of the converting entity continues to be vested in the converted entity without assignment, reversion or impairment; (3) all liabilities of the converting entity continue as liabilities of the converted entity; (4) except as provided by law other than this act or the agreement of conversion, all of the rights, privileges, immunities, powers and purposes of the converting entity remain in the converted entity; (5) the name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) if a converted entity is a filing entity, its public organic document is effective and is binding on its interest holders; (7) if the converted entity is a limited liability partnership, its statement of qualification is effective simultaneously; (8) the private organic rules of the converted entity that are to be in a record, if any, approved as part of the agreement of conversion are effective and are binding on and enforceable by: (A) Its interest holders; and (B) in the case of a converted entity that is not a corporation, any other person that is a party to an agreement that is part of the entity's private organic rules; and (9) the interests in the converting entity are converted and the interest holders of the converting entity are entitled only to the rights provided to them under the agreement of conversion and to any appraisal rights they have under K.S.A. 17-78-109 , and amendments thereto, and the converting entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/34810e1bfa780ae8010193931dfbfd22998bda964068c553840793f299a96051.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "34810e1bfa780ae8010193931dfbfd22998bda964068c553840793f299a96051",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0406.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A different foreign entity type may convert into a Kansas limited liability company if its jurisdiction of organization authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-401(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Except as otherwise provided in this section, by complying with the provisions of K.S.A. 17-78-401 through 17-78-406 , and amendments thereto, applicable to foreign entities a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Kansas limited liability company may convert to a different domestic entity type or, if the destination law authorizes it, a different foreign entity type.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-401(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this section, by complying with K.S.A. 17-78-401 through 17-78-406 , and amendments thereto, a domestic entity may become: (1) A domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign limited liability company may domesticate into Kansas if its jurisdiction of organization authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-501(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Except as otherwise provided in this section, by complying with the provisions of K.S.A. 17-78-501 through 17-78-506 , and amendments thereto, applicable to foreign entities a foreign entity may become a domestic entity of the same type in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/3ed33b550b6e19df35ade13bea188084f4500da5faf39593b6985bfb6e5d7ad4.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3ed33b550b6e19df35ade13bea188084f4500da5faf39593b6985bfb6e5d7ad4",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0501.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Kansas limited liability company may domesticate into a foreign jurisdiction if that jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-501(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this section, by complying with K.S.A. 17-78-501 through 17-78-506 , and amendments thereto, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/3ed33b550b6e19df35ade13bea188084f4500da5faf39593b6985bfb6e5d7ad4.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3ed33b550b6e19df35ade13bea188084f4500da5faf39593b6985bfb6e5d7ad4",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0501.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The Act's entity definition supplies the types that may convert into a Kansas limited liability company; conversion requires a different type.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-102(l); 17-78-401(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(l) \"Entity\" means: (1) A corporation; (2) a general partnership, including a limited liability partnership; (3) a limited partnership, including a limited liability limited partnership; (4) a limited liability company; (5) a business trust or statutory trust entity; (6) a cooperative; or (7) any other person that has a separate legal existence or has the power to acquire an interest in real property in its own name other than: (A) An individual; (B) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (C) an association or relationship that is not a partnership solely by reason of K.S.A. 56a-202 (c), and amendments thereto, or a similar provision of the law of any other jurisdiction; (D) a decedent's estate; or (E) a government, a governmental subdivision, agency or instrumentality or a quasi-governmental instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/59a431a7cb427598da8e0533f996f04a47f18c551cd1191104d0baf8e1014c0b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "59a431a7cb427598da8e0533f996f04a47f18c551cd1191104d0baf8e1014c0b",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0102.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The Act's entity definition supplies the types into which a Kansas limited liability company may convert; conversion requires a different type.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-102(l); 17-78-401(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(l) \"Entity\" means: (1) A corporation; (2) a general partnership, including a limited liability partnership; (3) a limited partnership, including a limited liability limited partnership; (4) a limited liability company; (5) a business trust or statutory trust entity; (6) a cooperative; or (7) any other person that has a separate legal existence or has the power to acquire an interest in real property in its own name other than: (A) An individual; (B) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (C) an association or relationship that is not a partnership solely by reason of K.S.A. 56a-202 (c), and amendments thereto, or a similar provision of the law of any other jurisdiction; (D) a decedent's estate; or (E) a government, a governmental subdivision, agency or instrumentality or a quasi-governmental instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/59a431a7cb427598da8e0533f996f04a47f18c551cd1191104d0baf8e1014c0b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "59a431a7cb427598da8e0533f996f04a47f18c551cd1191104d0baf8e1014c0b",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0102.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The complete Kansas conversion and domestication provisions require certificate filing but state no filing-fee locator.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/9bdf6d104c8ab1305356ba3f413350e62d286f63c2a2bb5eb4749d92a9e61835.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9bdf6d104c8ab1305356ba3f413350e62d286f63c2a2bb5eb4749d92a9e61835",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0405.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "K.S.A. 17-78-402(a)",
          "quote": "(a) A domestic entity may convert to a different type of entity under K.S.A. 17-78-401 through 17-78-406 , and amendments thereto, by approving an agreement of conversion. The agreement shall be in a record and contain: (1) The name and type of the converting entity; (2) the name, jurisdiction of organization and type of the converted entity; (3) the manner of converting the interests in the converting entity into interests, securities, obligations, rights to acquire interests or securities, cash, or other property or any combination of the foregoing; (4) the proposed public organic document of the converted entity if it will be a filing entity; (5) the full text of the private organic rules of the converted entity that are proposed to be in a record; (6) the other terms and conditions of the conversion; and (7) any other provision required by the law of this state or the organic rules of the converting entity.",
          "role": "conversion_agreement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/5a3e7d6669de1496a826847283a15588d3c6fa60feb4e4f5d0fb8bee7535224f.html",
          "source_sha256": "5a3e7d6669de1496a826847283a15588d3c6fa60feb4e4f5d0fb8bee7535224f",
          "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0402.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The entity approves an agreement of conversion and files a certificate of conversion with the Secretary of State.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-405(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A certificate of conversion shall be signed on behalf of the converting entity and filed with the secretary of state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/9bdf6d104c8ab1305356ba3f413350e62d286f63c2a2bb5eb4749d92a9e61835.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9bdf6d104c8ab1305356ba3f413350e62d286f63c2a2bb5eb4749d92a9e61835",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0405.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A conversion involving a foreign jurisdiction requires authorization under that jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-401(a)(2), (b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this section, by complying with K.S.A. 17-78-401 through 17-78-406 , and amendments thereto, a domestic entity may become: (1) A domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of K.S.A. 17-78-401 through 17-78-406 , and amendments thereto, applicable to foreign entities a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Kansas uses and defines the term domestication for a same-entity continuation under a different jurisdiction's organic law.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-102(k)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(k) \"Domestication\" means a transaction authorized by K.S.A. 17-78-501 through 17-78-506 , and amendments thereto.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/59a431a7cb427598da8e0533f996f04a47f18c551cd1191104d0baf8e1014c0b.html",
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      "source_class": "S1",
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      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0102.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The complete Kansas conversion and domestication provisions state no tax-clearance, tax-payment, or good-standing condition.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
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      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Approval follows the entity's organic rules, then its merger-approval rule, and otherwise requires all voting interest holders; liability-bearing holders may also need written approval.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-403",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) An agreement of conversion is not effective unless it has been approved: (1) By a domestic converting entity: (A) In accordance with the requirements, if any, in its organic rules for approval of a conversion; (B) if its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of: (i) In the case of an entity that is not a corporation, a merger, as if the conversion were a merger; or (ii) in the case of a corporation, a merger requiring approval by a vote of the interest holders of the corporation, as if the conversion were that type of merger; or (C) if neither its organic law nor organic rules provide for approval of a conversion or a merger described in subparagraph (B), by all of the interest holders of the entity entitled to vote on or consent to any matter; and (2) in a record, by each interest holder of a domestic converting entity that will have interest holder liability for liabilities that arise after the conversion becomes effective, unless, in the case of an entity that is not a corporation: (A) The organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders; and (B) the interest holder voted for or consented in a record to that provision of the organic rules or became an interest holder after the adoption of that provision. (b) A conversion of a foreign converting entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/604e7fc4bb5ee99341dd31f9234cc12fe4911fbec0b21cf3dcc35934098da98d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "604e7fc4bb5ee99341dd31f9234cc12fe4911fbec0b21cf3dcc35934098da98d",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0403.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The converted entity continues without interruption; property, liabilities, rights, and pending proceedings continue under K.S.A. 17-78-406(a).",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-406(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective: (1) The converted entity is: (A) Organized under and subject to the organic law of the converted entity; and (B) the same entity without interruption as the converting entity; (2) all property of the converting entity continues to be vested in the converted entity without assignment, reversion or impairment; (3) all liabilities of the converting entity continue as liabilities of the converted entity; (4) except as provided by law other than this act or the agreement of conversion, all of the rights, privileges, immunities, powers and purposes of the converting entity remain in the converted entity; (5) the name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) if a converted entity is a filing entity, its public organic document is effective and is binding on its interest holders; (7) if the converted entity is a limited liability partnership, its statement of qualification is effective simultaneously; (8) the private organic rules of the converted entity that are to be in a record, if any, approved as part of the agreement of conversion are effective and are binding on and enforceable by: (A) Its interest holders; and (B) in the case of a converted entity that is not a corporation, any other person that is a party to an agreement that is part of the entity's private organic rules; and (9) the interests in the converting entity are converted and the interest holders of the converting entity are entitled only to the rights provided to them under the agreement of conversion and to any appraisal rights they have under K.S.A. 17-78-109 , and amendments thereto, and the converting entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/34810e1bfa780ae8010193931dfbfd22998bda964068c553840793f299a96051.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "34810e1bfa780ae8010193931dfbfd22998bda964068c553840793f299a96051",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0406.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A different foreign entity type may convert into a Kansas limited partnership if its jurisdiction of organization authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-401(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Except as otherwise provided in this section, by complying with the provisions of K.S.A. 17-78-401 through 17-78-406 , and amendments thereto, applicable to foreign entities a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Kansas limited partnership may convert to a different domestic entity type or, if the destination law authorizes it, a different foreign entity type.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-401(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this section, by complying with K.S.A. 17-78-401 through 17-78-406 , and amendments thereto, a domestic entity may become: (1) A domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign limited partnership may domesticate into Kansas if its jurisdiction of organization authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-501(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Except as otherwise provided in this section, by complying with the provisions of K.S.A. 17-78-501 through 17-78-506 , and amendments thereto, applicable to foreign entities a foreign entity may become a domestic entity of the same type in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/3ed33b550b6e19df35ade13bea188084f4500da5faf39593b6985bfb6e5d7ad4.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3ed33b550b6e19df35ade13bea188084f4500da5faf39593b6985bfb6e5d7ad4",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0501.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Kansas limited partnership may domesticate into a foreign jurisdiction if that jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-501(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this section, by complying with K.S.A. 17-78-501 through 17-78-506 , and amendments thereto, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/3ed33b550b6e19df35ade13bea188084f4500da5faf39593b6985bfb6e5d7ad4.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3ed33b550b6e19df35ade13bea188084f4500da5faf39593b6985bfb6e5d7ad4",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0501.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The Act's entity definition supplies the types that may convert into a Kansas limited partnership; conversion requires a different type.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-102(l); 17-78-401(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(l) \"Entity\" means: (1) A corporation; (2) a general partnership, including a limited liability partnership; (3) a limited partnership, including a limited liability limited partnership; (4) a limited liability company; (5) a business trust or statutory trust entity; (6) a cooperative; or (7) any other person that has a separate legal existence or has the power to acquire an interest in real property in its own name other than: (A) An individual; (B) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (C) an association or relationship that is not a partnership solely by reason of K.S.A. 56a-202 (c), and amendments thereto, or a similar provision of the law of any other jurisdiction; (D) a decedent's estate; or (E) a government, a governmental subdivision, agency or instrumentality or a quasi-governmental instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/59a431a7cb427598da8e0533f996f04a47f18c551cd1191104d0baf8e1014c0b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "59a431a7cb427598da8e0533f996f04a47f18c551cd1191104d0baf8e1014c0b",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0102.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The Act's entity definition supplies the types into which a Kansas limited partnership may convert; conversion requires a different type.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-102(l); 17-78-401(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(l) \"Entity\" means: (1) A corporation; (2) a general partnership, including a limited liability partnership; (3) a limited partnership, including a limited liability limited partnership; (4) a limited liability company; (5) a business trust or statutory trust entity; (6) a cooperative; or (7) any other person that has a separate legal existence or has the power to acquire an interest in real property in its own name other than: (A) An individual; (B) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust; (C) an association or relationship that is not a partnership solely by reason of K.S.A. 56a-202 (c), and amendments thereto, or a similar provision of the law of any other jurisdiction; (D) a decedent's estate; or (E) a government, a governmental subdivision, agency or instrumentality or a quasi-governmental instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/59a431a7cb427598da8e0533f996f04a47f18c551cd1191104d0baf8e1014c0b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "59a431a7cb427598da8e0533f996f04a47f18c551cd1191104d0baf8e1014c0b",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0102.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The complete Kansas conversion and domestication provisions require certificate filing but state no filing-fee locator.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/9bdf6d104c8ab1305356ba3f413350e62d286f63c2a2bb5eb4749d92a9e61835.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9bdf6d104c8ab1305356ba3f413350e62d286f63c2a2bb5eb4749d92a9e61835",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0405.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "K.S.A. 17-78-402(a)",
          "quote": "(a) A domestic entity may convert to a different type of entity under K.S.A. 17-78-401 through 17-78-406 , and amendments thereto, by approving an agreement of conversion. The agreement shall be in a record and contain: (1) The name and type of the converting entity; (2) the name, jurisdiction of organization and type of the converted entity; (3) the manner of converting the interests in the converting entity into interests, securities, obligations, rights to acquire interests or securities, cash, or other property or any combination of the foregoing; (4) the proposed public organic document of the converted entity if it will be a filing entity; (5) the full text of the private organic rules of the converted entity that are proposed to be in a record; (6) the other terms and conditions of the conversion; and (7) any other provision required by the law of this state or the organic rules of the converting entity.",
          "role": "conversion_agreement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/5a3e7d6669de1496a826847283a15588d3c6fa60feb4e4f5d0fb8bee7535224f.html",
          "source_sha256": "5a3e7d6669de1496a826847283a15588d3c6fa60feb4e4f5d0fb8bee7535224f",
          "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0402.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The entity approves an agreement of conversion and files a certificate of conversion with the Secretary of State.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-405(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A certificate of conversion shall be signed on behalf of the converting entity and filed with the secretary of state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/9bdf6d104c8ab1305356ba3f413350e62d286f63c2a2bb5eb4749d92a9e61835.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9bdf6d104c8ab1305356ba3f413350e62d286f63c2a2bb5eb4749d92a9e61835",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0405.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A conversion involving a foreign jurisdiction requires authorization under that jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-401(a)(2), (b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Except as otherwise provided in this section, by complying with K.S.A. 17-78-401 through 17-78-406 , and amendments thereto, a domestic entity may become: (1) A domestic entity of a different type; or (2) a foreign entity of a different type, if the conversion is authorized by the law of the foreign jurisdiction. (b) Except as otherwise provided in this section, by complying with the provisions of K.S.A. 17-78-401 through 17-78-406 , and amendments thereto, applicable to foreign entities a foreign entity may become a domestic entity of a different type if the conversion is authorized by the law of the foreign entity's jurisdiction of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Kansas uses and defines the term domestication for a same-entity continuation under a different jurisdiction's organic law.",
      "fetch_event_id": null,
      "pinpoint": "K.S.A. 17-78-102(k)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(k) \"Domestication\" means a transaction authorized by K.S.A. 17-78-501 through 17-78-506 , and amendments thereto.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KS/snapshots/c50/KS/59a431a7cb427598da8e0533f996f04a47f18c551cd1191104d0baf8e1014c0b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "59a431a7cb427598da8e0533f996f04a47f18c551cd1191104d0baf8e1014c0b",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0102.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KS.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The complete Kansas conversion and domestication provisions state no tax-clearance, tax-payment, or good-standing condition.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
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      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c2ae294d260468a01270d42a749250da28fd2c66a9a2ceabafe3e2de7b3ee9fc",
      "source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "KRS 386A.7-060",
          "quote": "386A.7-060 Conversion of partnership or limited partnership to statutory trust. (1) (2) (3) (4) (5) (6) (7) (8) (9) An entity other than a corporation governed as to its internal affairs by KRS Chapter 273 or a nonprofit limited liability company may be converted to a statutory trust pursuant to this section. The terms and conditions of a conversion shall be approved: (a) In the case of a partnership or a limited partnership, by all of the partners notwithstanding any provision to the contrary in the partnership agreement; (b) In the case of a limited liability company, by all of the members notwithstanding any provision to the contrary in the operating agreement; and (c) In the case of a corporation, by such action of the board of directors as would be required to approve a merger and, notwithstanding any provision to the contrary in the articles of incorporation, bylaws, or other agreement, all of the shareholders. After the conversion is approved under subsection (2) of this section, the converting organization shall deliver to the Secretary of State for filing a certificate of trust which satisfies the requirements of KRS 386A.2-010 and includes as well: (a) A statement that the converting organization was converted to a statutory trust; (b) The former name of the converting organization; (c) The form of organization of the converting organization prior to the conversion; and (d) A statement that the conversion was approved in accordance with subsection (2) of this section. In the case of a converting partnership that has filed a statement of registration as a limited liability partnership in accordance with KRS 362.555 or a statement of qualification in accordance with KRS 362.1-931, each shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited partnership, the limited partnership's certificate of limited partnership shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited liability company, its articles of organization shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting corporation, its articles of incorporation shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. The conversion shall take effect when the certificate of trust is filed with the office of the Secretary of State or, as provided in KRS 14A.2-070, at a later date specified in the certificate of trust. A partner or, in the case of a limited partnership, a general partner, who becomes a beneficial owner of a statutory trust as a result of a conversion shall remain liable as a partner or general partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect.",
          "role": "corporation-to-trust approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/4d2292ab50c4afb98523505c7bee1acba76f8e2584540e43734c15981f5e619d.pdf",
          "source_sha256": "4d2292ab50c4afb98523505c7bee1acba76f8e2584540e43734c15981f5e619d",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40403"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Corporation-to-LLC conversion follows board and voting-group approval rules; conversion to a statutory trust also requires all shareholders.",
      "fetch_event_id": null,
      "pinpoint": "KRS 275.376(2), (5)-(9)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "275.376 Conversion of corporation or foreign corporation to limited liability company. (1) A corporation may be converted to a limited liability company pursuant to this section. (2) The terms and conditions of the conversion of a corporation to a limited liability company shall be set forth in a written plan of conversion and approved by the board of directors and by the shareholders of the corporation. (3) The plan of conversion shall set forth: (a) The name of the corporation planning to convert; (b) The terms and conditions of the conversion, including the articles of organization and the written operating agreement, if any, of the limited liability company into which the corporation will convert; and (c) The manner and basis of converting the shares of the corporation into membership interests, obligations, or other securities of the limited liability company or into cash or other property in whole or part. (4) The plan of conversion may set forth any other provision relating to the conversion. (5) For a plan of conversion to be approved: (a) The board of directors shall recommend the plan of conversion to the shareholders, unless the board of directors determines that, because of conflict of interest or other special circumstances, it should make no recommendation and communicates the basis for its determination to the shareholders with a plan; and (b) The shareholders entitled to vote shall approve the plan. (6) The board of directors may condition its submission of the proposed conversion on any basis. (7) The corporation shall notify each shareholder, whether or not entitled to vote, of the proposed shareholders' meeting in accordance with KRS 271B.7-050. The notice shall also state that the purpose, or one (1) of the purposes, of the meeting is to consider the plan of conversion and contain or be accompanied by a copy or summary of the plan. (8) Unless KRS Chapter 271B, the articles of incorporation, or the board of directors acting pursuant to subsection (6) of this section, require a greater vote or vote by voting groups, the plan of conversion to be authorized shall be approved by each voting group entitled to vote separately on the plan by a majority of all the votes entitled to be cast on the plan by that voting group. (9) Separate voting by voting groups shall be required on a plan of conversion if the plan contains a provision that, if contained in a proposed amendment to the articles of incorporation, would require action by one (1) or more separate voting groups on the proposed amendment under KRS 271B.10-040. (10) After a conversion is authorized, and at any time before articles of organization are filed, the planned conversion may be abandoned subject to any contractual rights, without further shareholder action, in accordance with the procedure set forth in the plan of conversion or, if none is set forth, in the manner determined by the board of directors. (11) After the conversion is approved, the corporation shall file articles of organization with the office of the Secretary of State that satisfy the requirements of KRS 275.025 and also include: (a) A statement that the corporation was converted to a limited liability company; (b) Its former name; and (c) The designation, number of outstanding shares, and number of votes to be cast by each voting group entitled to vote separately on the plan of conversion and either the total number of undisputed votes cast for the plan separately by each voting group or a statement that the number cast for the plan by each voting group was sufficient for approval by that voting group. (12) The conversion shall take effect when the articles of organization are filed with the office of the Secretary of State or, subject to KRS 14A.2-070, at a later date specified in the articles of organization. (13) Both a nonprofit corporation organized under the laws of the Commonwealth and a foreign nonprofit corporation, if not forbidden by the laws of its jurisdiction of organization, may convert into a nonprofit limited liability company, except that the only member or members of the converted nonprofit limited liability company shall be organizations qualified under Section 501(c)(3) or 501(c)(4) of the Internal Revenue Code. The articles of organization filed to effect this conversion, in addition to the otherwise applicable requirements, shall contain an affirmative statement that the only member or members of the converted nonprofit limited liability company are qualified under Section 501(c)(3) or 501(c)(4) of the Internal Revenue Code.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/6202368d4e9984483542d7c4ecbade4100bbe6240827d9e64c69d1c959a4bdea.pdf",
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      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "For corporation-to-LLC conversion, the statute preserves the same entity, property, obligations, and pending proceedings.",
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      "pinpoint": "KRS 275.377(1)-(2)",
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      "quote": "275.377 Effect of conversion of corporation to limited liability company. (1) (2) A limited liability company that has been converted pursuant to this chapter shall be for all purposes the same entity that existed before the conversion. When a conversion takes effect: (a) All property and contract rights owned by, and all rights, privileges, and immunities of the converting corporation shall remain vested in the converted limited liability company without assignment, reversion, or impairment; (b) All obligations of the converting corporation shall continue as obligations of the converted limited liability company; (c) An action or proceeding pending against the converting corporation may be continued as if the conversion had not occurred, and the name of the converted limited liability company may be substituted in any pending action or proceeding for the name of the converting corporation; and (d) The written operating agreement of the converted limited liability company shall be binding upon each person who becomes a member of the limited liability company.",
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        {
          "pinpoint": "KRS 271B.10-010",
          "quote": "but a corporation existing under KRS 273.161 to 273.387 may not convert to a corporation existing under this chapter.",
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          "pinpoint": "KRS 273.382",
          "quote": "A corporation organized under KRS Chapter 271B or its predecessors may convert to a corporation organized under and governed by KRS 273.161 to 273.387 as authorized by KRS 271B.10-010.",
          "role": "conversion out of a business corporation",
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          "pinpoint": "KRS 271B.12-030",
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    "structuring:pp-conversion-domestication#KY.corp.conversion_authorization_posture.outbound": {
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        {
          "pinpoint": "KRS 386A.7-060",
          "quote": "386A.7-060 Conversion of partnership or limited partnership to statutory trust. (1) (2) (3) (4) (5) (6) (7) (8) (9) An entity other than a corporation governed as to its internal affairs by KRS Chapter 273 or a nonprofit limited liability company may be converted to a statutory trust pursuant to this section. The terms and conditions of a conversion shall be approved: (a) In the case of a partnership or a limited partnership, by all of the partners notwithstanding any provision to the contrary in the partnership agreement; (b) In the case of a limited liability company, by all of the members notwithstanding any provision to the contrary in the operating agreement; and (c) In the case of a corporation, by such action of the board of directors as would be required to approve a merger and, notwithstanding any provision to the contrary in the articles of incorporation, bylaws, or other agreement, all of the shareholders. After the conversion is approved under subsection (2) of this section, the converting organization shall deliver to the Secretary of State for filing a certificate of trust which satisfies the requirements of KRS 386A.2-010 and includes as well: (a) A statement that the converting organization was converted to a statutory trust; (b) The former name of the converting organization; (c) The form of organization of the converting organization prior to the conversion; and (d) A statement that the conversion was approved in accordance with subsection (2) of this section. In the case of a converting partnership that has filed a statement of registration as a limited liability partnership in accordance with KRS 362.555 or a statement of qualification in accordance with KRS 362.1-931, each shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited partnership, the limited partnership's certificate of limited partnership shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited liability company, its articles of organization shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting corporation, its articles of incorporation shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. The conversion shall take effect when the certificate of trust is filed with the office of the Secretary of State or, as provided in KRS 14A.2-070, at a later date specified in the certificate of trust. A partner or, in the case of a limited partnership, a general partner, who becomes a beneficial owner of a statutory trust as a result of a conversion shall remain liable as a partner or general partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect.",
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      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Kentucky corporation may convert into an LLC or statutory trust under the named target-entity statutes.",
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      "pinpoint": "KRS 275.376(1)-(12)",
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      "quote": "275.376 Conversion of corporation or foreign corporation to limited liability company. (1) A corporation may be converted to a limited liability company pursuant to this section. (2) The terms and conditions of the conversion of a corporation to a limited liability company shall be set forth in a written plan of conversion and approved by the board of directors and by the shareholders of the corporation. (3) The plan of conversion shall set forth: (a) The name of the corporation planning to convert; (b) The terms and conditions of the conversion, including the articles of organization and the written operating agreement, if any, of the limited liability company into which the corporation will convert; and (c) The manner and basis of converting the shares of the corporation into membership interests, obligations, or other securities of the limited liability company or into cash or other property in whole or part. (4) The plan of conversion may set forth any other provision relating to the conversion. (5) For a plan of conversion to be approved: (a) The board of directors shall recommend the plan of conversion to the shareholders, unless the board of directors determines that, because of conflict of interest or other special circumstances, it should make no recommendation and communicates the basis for its determination to the shareholders with a plan; and (b) The shareholders entitled to vote shall approve the plan. (6) The board of directors may condition its submission of the proposed conversion on any basis. (7) The corporation shall notify each shareholder, whether or not entitled to vote, of the proposed shareholders' meeting in accordance with KRS 271B.7-050. The notice shall also state that the purpose, or one (1) of the purposes, of the meeting is to consider the plan of conversion and contain or be accompanied by a copy or summary of the plan. (8) Unless KRS Chapter 271B, the articles of incorporation, or the board of directors acting pursuant to subsection (6) of this section, require a greater vote or vote by voting groups, the plan of conversion to be authorized shall be approved by each voting group entitled to vote separately on the plan by a majority of all the votes entitled to be cast on the plan by that voting group. (9) Separate voting by voting groups shall be required on a plan of conversion if the plan contains a provision that, if contained in a proposed amendment to the articles of incorporation, would require action by one (1) or more separate voting groups on the proposed amendment under KRS 271B.10-040. (10) After a conversion is authorized, and at any time before articles of organization are filed, the planned conversion may be abandoned subject to any contractual rights, without further shareholder action, in accordance with the procedure set forth in the plan of conversion or, if none is set forth, in the manner determined by the board of directors. (11) After the conversion is approved, the corporation shall file articles of organization with the office of the Secretary of State that satisfy the requirements of KRS 275.025 and also include: (a) A statement that the corporation was converted to a limited liability company; (b) Its former name; and (c) The designation, number of outstanding shares, and number of votes to be cast by each voting group entitled to vote separately on the plan of conversion and either the total number of undisputed votes cast for the plan separately by each voting group or a statement that the number cast for the plan by each voting group was sufficient for approval by that voting group. (12) The conversion shall take effect when the articles of organization are filed with the office of the Secretary of State or, subject to KRS 14A.2-070, at a later date specified in the articles of organization. (13) Both a nonprofit corporation organized under the laws of the Commonwealth and a foreign nonprofit corporation, if not forbidden by the laws of its jurisdiction of organization, may convert into a nonprofit limited liability company, except that the only member or members of the converted nonprofit limited liability company shall be organizations qualified under Section 501(c)(3) or 501(c)(4) of the Internal Revenue Code. The articles of organization filed to effect this conversion, in addition to the otherwise applicable requirements, shall contain an affirmative statement that the only member or members of the converted nonprofit limited liability company are qualified under Section 501(c)(3) or 501(c)(4) of the Internal Revenue Code.",
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        {
          "pinpoint": "KRS 271B.10-010",
          "quote": "but a corporation existing under KRS 273.161 to 273.387 may not convert to a corporation existing under this chapter.",
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          "pinpoint": "KRS 386A.7-060",
          "quote": "386A.7-060 Conversion of partnership or limited partnership to statutory trust. (1) (2) (3) (4) (5) (6) (7) (8) (9) An entity other than a corporation governed as to its internal affairs by KRS Chapter 273 or a nonprofit limited liability company may be converted to a statutory trust pursuant to this section. The terms and conditions of a conversion shall be approved: (a) In the case of a partnership or a limited partnership, by all of the partners notwithstanding any provision to the contrary in the partnership agreement; (b) In the case of a limited liability company, by all of the members notwithstanding any provision to the contrary in the operating agreement; and (c) In the case of a corporation, by such action of the board of directors as would be required to approve a merger and, notwithstanding any provision to the contrary in the articles of incorporation, bylaws, or other agreement, all of the shareholders. After the conversion is approved under subsection (2) of this section, the converting organization shall deliver to the Secretary of State for filing a certificate of trust which satisfies the requirements of KRS 386A.2-010 and includes as well: (a) A statement that the converting organization was converted to a statutory trust; (b) The former name of the converting organization; (c) The form of organization of the converting organization prior to the conversion; and (d) A statement that the conversion was approved in accordance with subsection (2) of this section. In the case of a converting partnership that has filed a statement of registration as a limited liability partnership in accordance with KRS 362.555 or a statement of qualification in accordance with KRS 362.1-931, each shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited partnership, the limited partnership's certificate of limited partnership shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited liability company, its articles of organization shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting corporation, its articles of incorporation shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. The conversion shall take effect when the certificate of trust is filed with the office of the Secretary of State or, as provided in KRS 14A.2-070, at a later date specified in the certificate of trust. A partner or, in the case of a limited partnership, a general partner, who becomes a beneficial owner of a statutory trust as a result of a conversion shall remain liable as a partner or general partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect.",
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          "pinpoint": "KRS 271B.1-220",
          "quote": "271B.1-220 Fees for filing documents and issuing certificates -- Miscellaneous charges. The Secretary of State shall collect the following fees when the documents described in this subsection are delivered to him for filing: (1) Articles of incorporation .......................................................................... $ 40 (2) Amendment of articles of incorporation ................................................... $ 40 (3) Restatement of articles of incorporation ................................................... $ 40 (4) Amended and restated articles ................................................................... $ 80 (5) Articles of merger or share exchange ........................................................ $ 50 (6) Articles of dissolution ................................................................................ $ 40 (7) Articles of revocation of dissolution ...........................................................$ 15 (8) Any other document required or permitted to be filed by this chapter ...................................................................... $ 15",
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      "quote": "275.055 Fees for filing documents with Secretary of State. The Secretary of State shall collect the following fees when the documents described in this section are delivered to him for filing: (1) Articles of organization ..................................................................................$ 40.00 (2) Amendment of article of organization ...........................................................$ 40.00 (3) Restatement of articles of organization ..........................................................$ 40.00 (4) Amendment and restatement of articles of organization ...............................$ 80.00 (5) Articles of dissolution with respect to a domestic limited liability company ................................................................................$ 40.00 (6) Articles of merger ..........................................................................................$ 50.00 (7) Articles of correction .....................................................................................$ 20.00 (8) Articles of share exchange .............................................................................$ 50.00 (9) Any other document required or permitted to be filed by this chapter ........................................................................................$ 15.00",
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      "source_sha256": "db5c4c20fca7f0ebea9a63985d7bc15d4dc3ea1dcfe65270a7cac79ca26cdd15",
      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=36703",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "KRS 386A.7-060",
          "quote": "386A.7-060 Conversion of partnership or limited partnership to statutory trust. (1) (2) (3) (4) (5) (6) (7) (8) (9) An entity other than a corporation governed as to its internal affairs by KRS Chapter 273 or a nonprofit limited liability company may be converted to a statutory trust pursuant to this section. The terms and conditions of a conversion shall be approved: (a) In the case of a partnership or a limited partnership, by all of the partners notwithstanding any provision to the contrary in the partnership agreement; (b) In the case of a limited liability company, by all of the members notwithstanding any provision to the contrary in the operating agreement; and (c) In the case of a corporation, by such action of the board of directors as would be required to approve a merger and, notwithstanding any provision to the contrary in the articles of incorporation, bylaws, or other agreement, all of the shareholders. After the conversion is approved under subsection (2) of this section, the converting organization shall deliver to the Secretary of State for filing a certificate of trust which satisfies the requirements of KRS 386A.2-010 and includes as well: (a) A statement that the converting organization was converted to a statutory trust; (b) The former name of the converting organization; (c) The form of organization of the converting organization prior to the conversion; and (d) A statement that the conversion was approved in accordance with subsection (2) of this section. In the case of a converting partnership that has filed a statement of registration as a limited liability partnership in accordance with KRS 362.555 or a statement of qualification in accordance with KRS 362.1-931, each shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited partnership, the limited partnership's certificate of limited partnership shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited liability company, its articles of organization shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting corporation, its articles of incorporation shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. The conversion shall take effect when the certificate of trust is filed with the office of the Secretary of State or, as provided in KRS 14A.2-070, at a later date specified in the certificate of trust. A partner or, in the case of a limited partnership, a general partner, who becomes a beneficial owner of a statutory trust as a result of a conversion shall remain liable as a partner or general partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect.",
          "role": "corporation-to-trust instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/4d2292ab50c4afb98523505c7bee1acba76f8e2584540e43734c15981f5e619d.pdf",
          "source_sha256": "4d2292ab50c4afb98523505c7bee1acba76f8e2584540e43734c15981f5e619d",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40403"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A corporation converting to an LLC files articles of organization; one converting to a statutory trust files a certificate of trust.",
      "fetch_event_id": null,
      "pinpoint": "KRS 275.376(11)-(12)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "275.376 Conversion of corporation or foreign corporation to limited liability company. (1) A corporation may be converted to a limited liability company pursuant to this section. (2) The terms and conditions of the conversion of a corporation to a limited liability company shall be set forth in a written plan of conversion and approved by the board of directors and by the shareholders of the corporation. (3) The plan of conversion shall set forth: (a) The name of the corporation planning to convert; (b) The terms and conditions of the conversion, including the articles of organization and the written operating agreement, if any, of the limited liability company into which the corporation will convert; and (c) The manner and basis of converting the shares of the corporation into membership interests, obligations, or other securities of the limited liability company or into cash or other property in whole or part. (4) The plan of conversion may set forth any other provision relating to the conversion. (5) For a plan of conversion to be approved: (a) The board of directors shall recommend the plan of conversion to the shareholders, unless the board of directors determines that, because of conflict of interest or other special circumstances, it should make no recommendation and communicates the basis for its determination to the shareholders with a plan; and (b) The shareholders entitled to vote shall approve the plan. (6) The board of directors may condition its submission of the proposed conversion on any basis. (7) The corporation shall notify each shareholder, whether or not entitled to vote, of the proposed shareholders' meeting in accordance with KRS 271B.7-050. The notice shall also state that the purpose, or one (1) of the purposes, of the meeting is to consider the plan of conversion and contain or be accompanied by a copy or summary of the plan. (8) Unless KRS Chapter 271B, the articles of incorporation, or the board of directors acting pursuant to subsection (6) of this section, require a greater vote or vote by voting groups, the plan of conversion to be authorized shall be approved by each voting group entitled to vote separately on the plan by a majority of all the votes entitled to be cast on the plan by that voting group. (9) Separate voting by voting groups shall be required on a plan of conversion if the plan contains a provision that, if contained in a proposed amendment to the articles of incorporation, would require action by one (1) or more separate voting groups on the proposed amendment under KRS 271B.10-040. (10) After a conversion is authorized, and at any time before articles of organization are filed, the planned conversion may be abandoned subject to any contractual rights, without further shareholder action, in accordance with the procedure set forth in the plan of conversion or, if none is set forth, in the manner determined by the board of directors. (11) After the conversion is approved, the corporation shall file articles of organization with the office of the Secretary of State that satisfy the requirements of KRS 275.025 and also include: (a) A statement that the corporation was converted to a limited liability company; (b) Its former name; and (c) The designation, number of outstanding shares, and number of votes to be cast by each voting group entitled to vote separately on the plan of conversion and either the total number of undisputed votes cast for the plan separately by each voting group or a statement that the number cast for the plan by each voting group was sufficient for approval by that voting group. (12) The conversion shall take effect when the articles of organization are filed with the office of the Secretary of State or, subject to KRS 14A.2-070, at a later date specified in the articles of organization. (13) Both a nonprofit corporation organized under the laws of the Commonwealth and a foreign nonprofit corporation, if not forbidden by the laws of its jurisdiction of organization, may convert into a nonprofit limited liability company, except that the only member or members of the converted nonprofit limited liability company shall be organizations qualified under Section 501(c)(3) or 501(c)(4) of the Internal Revenue Code. The articles of organization filed to effect this conversion, in addition to the otherwise applicable requirements, shall contain an affirmative statement that the only member or members of the converted nonprofit limited liability company are qualified under Section 501(c)(3) or 501(c)(4) of the Internal Revenue Code.",
      "readiness": "ready",
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      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "KRS 275.376(13), nonprofit corporations only",
          "quote": "Both a nonprofit corporation organized under the laws of the Commonwealth and a foreign nonprofit corporation, if not forbidden by the laws of its jurisdiction of organization, may convert into a nonprofit limited liability company",
          "role": "responsive_hit_reviewed",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-5/KY/6202368d4e9984483542d7c4ecbade4100bbe6240827d9e64c69d1c959a4bdea.pdf",
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          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=44360"
        },
        {
          "pinpoint": "KRS 271B.11-070, merger with a foreign corporation (not a conversion)",
          "quote": "the merger is permitted by the law of the state or country under whose law each foreign corporation is incorporated",
          "role": "responsive_hit_reviewed",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-5/KY/92b5f35e4574b0dd67e774dbfee4ff766b3fd3136315c3461a877498ade586de.pdf",
          "source_sha256": "92b5f35e4574b0dd67e774dbfee4ff766b3fd3136315c3461a877498ade586de",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13424"
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      ],
      "capture_date": "2026-10-03",
      "claim_type": "negative_search_anchor",
      "display": null,
      "fetch_event_id": null,
      "pinpoint": "KRS 275.376 (the corporation conversion section), with KRS chapters 14A, 271B, 275, 362 and 386A searched in full",
      "public_reason": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
      "publish_status": "typed_unknown",
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      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=44360",
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    "structuring:pp-conversion-domestication#KY.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "negative_search_anchor",
      "display": null,
      "fetch_event_id": null,
      "pinpoint": "KRS 275.376 (the corporation conversion section), with KRS chapters 14A, 271B, 275, 362 and 386A searched in full",
      "public_reason": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
      "publish_status": "typed_unknown",
      "quote": null,
      "readiness": "verified_absence",
      "reason_code": "text_not_located_after_search",
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      "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-5/KY/6202368d4e9984483542d7c4ecbade4100bbe6240827d9e64c69d1c959a4bdea.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6202368d4e9984483542d7c4ecbade4100bbe6240827d9e64c69d1c959a4bdea",
      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=44360",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.corp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "KRS 14A.7-030, reinstatement after administrative dissolution (not a conversion)",
          "quote": "Contain a certificate from the Department of Revenue reciting that all taxes owed by the entity have been paid",
          "role": "responsive_hit_reviewed",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-5/KY/3a1cbe105ead168968301b2f850b3e2045929b8b430858b6aeb37ab950540b9c.pdf",
          "source_sha256": "3a1cbe105ead168968301b2f850b3e2045929b8b430858b6aeb37ab950540b9c",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=52325"
        },
        {
          "pinpoint": "KRS 14A.2-010, filing fee and organization tax accompany any filed document (not a clearance)",
          "quote": "the correct filing fee, the organization tax, and any penalty required by this chapter or other law to be collected by the office of the Secretary of State with the document",
          "role": "responsive_hit_reviewed",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-5/KY/6d5735f854157d45e6feae1071b4db3c9d903c3ed1d8190c5eeac813a44aa01f.pdf",
          "source_sha256": "6d5735f854157d45e6feae1071b4db3c9d903c3ed1d8190c5eeac813a44aa01f",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=44315"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "negative_search_anchor",
      "display": null,
      "fetch_event_id": null,
      "pinpoint": "KRS 275.376 (the corporation conversion section), with KRS chapters 14A, 271B, 275, 362 and 386A searched in full",
      "public_reason": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
      "publish_status": "typed_unknown",
      "quote": null,
      "readiness": "verified_absence",
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      "rendered": "badge",
      "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-5/KY/6202368d4e9984483542d7c4ecbade4100bbe6240827d9e64c69d1c959a4bdea.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=44360",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "KRS 386A.7-060",
          "quote": "386A.7-060 Conversion of partnership or limited partnership to statutory trust. (1) (2) (3) (4) (5) (6) (7) (8) (9) An entity other than a corporation governed as to its internal affairs by KRS Chapter 273 or a nonprofit limited liability company may be converted to a statutory trust pursuant to this section. The terms and conditions of a conversion shall be approved: (a) In the case of a partnership or a limited partnership, by all of the partners notwithstanding any provision to the contrary in the partnership agreement; (b) In the case of a limited liability company, by all of the members notwithstanding any provision to the contrary in the operating agreement; and (c) In the case of a corporation, by such action of the board of directors as would be required to approve a merger and, notwithstanding any provision to the contrary in the articles of incorporation, bylaws, or other agreement, all of the shareholders. After the conversion is approved under subsection (2) of this section, the converting organization shall deliver to the Secretary of State for filing a certificate of trust which satisfies the requirements of KRS 386A.2-010 and includes as well: (a) A statement that the converting organization was converted to a statutory trust; (b) The former name of the converting organization; (c) The form of organization of the converting organization prior to the conversion; and (d) A statement that the conversion was approved in accordance with subsection (2) of this section. In the case of a converting partnership that has filed a statement of registration as a limited liability partnership in accordance with KRS 362.555 or a statement of qualification in accordance with KRS 362.1-931, each shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited partnership, the limited partnership's certificate of limited partnership shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited liability company, its articles of organization shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting corporation, its articles of incorporation shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. The conversion shall take effect when the certificate of trust is filed with the office of the Secretary of State or, as provided in KRS 14A.2-070, at a later date specified in the certificate of trust. A partner or, in the case of a limited partnership, a general partner, who becomes a beneficial owner of a statutory trust as a result of a conversion shall remain liable as a partner or general partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect.",
          "role": "LLC-to-trust approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/4d2292ab50c4afb98523505c7bee1acba76f8e2584540e43734c15981f5e619d.pdf",
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          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40403"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "LLC conversion to an LP, LLP, or statutory trust requires approval by all members notwithstanding the operating agreement.",
      "fetch_event_id": null,
      "pinpoint": "KRS 275.372(4)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The terms and conditions of the conversion of a limited liability company shall be approved by all of the members notwithstanding any provision to the contrary in the operating agreement.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/ec9c540e997e948ae12f5d7c185ff1790229f6c73e547c4366e4dab8bf231801.pdf",
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      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40453",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "KRS 275.377",
          "quote": "275.377 Effect of conversion of corporation to limited liability company. (1) (2) A limited liability company that has been converted pursuant to this chapter shall be for all purposes the same entity that existed before the conversion. When a conversion takes effect: (a) All property and contract rights owned by, and all rights, privileges, and immunities of the converting corporation shall remain vested in the converted limited liability company without assignment, reversion, or impairment; (b) All obligations of the converting corporation shall continue as obligations of the converted limited liability company; (c) An action or proceeding pending against the converting corporation may be continued as if the conversion had not occurred, and the name of the converted limited liability company may be substituted in any pending action or proceeding for the name of the converting corporation; and (d) The written operating agreement of the converted limited liability company shall be binding upon each person who becomes a member of the limited liability company.",
          "role": "corporation-to-LLC effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/862a4feb979148df556364d33d7138098b5cfe13a85ee1985f5c42b539b57c08.pdf",
          "source_sha256": "862a4feb979148df556364d33d7138098b5cfe13a85ee1985f5c42b539b57c08",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=39668"
        },
        {
          "pinpoint": "KRS 362.1-904",
          "quote": "362.1-904 Effect of conversion -- Entity unchanged. (1) (2) (3) A converted organization that has been converted pursuant to KRS 362.1-901 to 362.1-908 is for all purposes the same entity that existed before the conversion. When a conversion takes place: (a) All property and contract rights owned by, and all rights, privileges, and immunities of, the converting organization shall remain vested in the converted organization without assignment, reversions, or impairment and without the converting organization having been dissolved; (b) All obligations of the converting partnership organization shall continue as obligations of the converted organization; (c) An action or proceeding pending against the converting partnership organization may be continued as if the organization had not occurred, and the name of the converted organization may be substituted in any pending action or proceeding for the name of the converting organization; (d) Any written partnership agreement of the converted partnership or limited partnership shall be binding upon each person who becomes a partner in the converted partnership or limited partnership; and (e) Except as otherwise provided in the plan of conversion, the terms and conditions of the plan of conversion take effect. Unless otherwise provided in the partnership agreement, a partner has no right to dissent from a conversion.",
          "role": "LLC-to-LLP effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/3de78b5667afecf7f6d59fefc5b25caf1f2eb03e9596badce7c6d326cd7fecdb.pdf",
          "source_sha256": "3de78b5667afecf7f6d59fefc5b25caf1f2eb03e9596badce7c6d326cd7fecdb",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40458"
        },
        {
          "pinpoint": "KRS 362.2-955",
          "quote": "362.2-955 Effect of conversion. (1) (2) (3) (4) An organization that has been converted pursuant to KRS 362.2-951 to 362.2-963 is for all purposes the same entity that existed before the conversion. When a conversion takes effect: (a) All property and contract rights owned by, and all rights, privileges, and immunities of, the converting organization shall remain vested in the converted organization without assignment, reversion, or impairment; (b) All obligations of the converting organization shall continue as obligations of the converted organization; (c) An action or proceeding pending against the converting organization may be continued as if the conversion had not occurred, and the name of the converted organization may be substituted in any pending action or proceeding for the name of the converting organization; and (d) Any written organization documents of the converted organization shall be binding upon each person who becomes a partner or member in the converted organization. A converted organization that is a foreign entity consents to the jurisdiction of the courts of this Commonwealth to enforce any obligation owed by the converting organization if, before the conversion, the converting organization was subject to suit in this Commonwealth on that obligation. A converted organization that is a foreign entity and not authorized to transact business in this Commonwealth appoints the Secretary of State as its agent for service of process for purposes of enforcing an obligation under this subsection. Service on the Secretary of State under this subsection is made in the same manner and with the same consequences as in KRS 14A.9-060(4). A person who becomes a general partner in a limited partnership that is not a limited liability limited partnership as a result of a conversion shall be personally liable as a general partner for only those obligations incurred by the limited partnership after the conversion takes effect.",
          "role": "LLC-to-LP effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/5b37c061c32b9a847fcf5d30d7046f9bafd8559383833cfa055869373ede4e06.pdf",
          "source_sha256": "5b37c061c32b9a847fcf5d30d7046f9bafd8559383833cfa055869373ede4e06",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41516"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Captured LLC conversion routes preserve the same entity, property, obligations, and pending proceedings under the applicable effects section.",
      "fetch_event_id": null,
      "pinpoint": "KRS 275.375(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "275.375 Effect of conversion. (1) (2) A partnership or limited partnership that has been converted pursuant to this chapter shall be for all purposes the same entity that existed before the conversion. When a conversion takes effect: (a) All property and contract rights owned by, and all rights, privileges, and immunities of the converting partnership or limited partnership shall remain vested in the converted limited liability company without assignment, reversion, or impairment; (b) All obligations of the converting partnership or limited partnership shall continue as obligations of the converted limited liability company; (c) An action or proceeding pending against the converting partnership or limited partnership may be continued as if the conversion had not occurred and the name of the converted limited liability company may be substituted in any pending action or proceeding for the name of the converting partnership or limited partnership; and (d) The written operating agreement of the converted limited liability company shall be binding upon each person who becomes a member of the limited liability company.",
      "readiness": "ready",
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      "rendered": "value",
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      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "661e56dc7917dda117cd701ca075be28ca38b7c2789a954680b292a18f55cae4",
      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13906",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.llc.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "KRS 275.376",
          "quote": "275.376 Conversion of corporation or foreign corporation to limited liability company. (1) A corporation may be converted to a limited liability company pursuant to this section. (2) The terms and conditions of the conversion of a corporation to a limited liability company shall be set forth in a written plan of conversion and approved by the board of directors and by the shareholders of the corporation. (3) The plan of conversion shall set forth: (a) The name of the corporation planning to convert; (b) The terms and conditions of the conversion, including the articles of organization and the written operating agreement, if any, of the limited liability company into which the corporation will convert; and (c) The manner and basis of converting the shares of the corporation into membership interests, obligations, or other securities of the limited liability company or into cash or other property in whole or part. (4) The plan of conversion may set forth any other provision relating to the conversion. (5) For a plan of conversion to be approved: (a) The board of directors shall recommend the plan of conversion to the shareholders, unless the board of directors determines that, because of conflict of interest or other special circumstances, it should make no recommendation and communicates the basis for its determination to the shareholders with a plan; and (b) The shareholders entitled to vote shall approve the plan. (6) The board of directors may condition its submission of the proposed conversion on any basis. (7) The corporation shall notify each shareholder, whether or not entitled to vote, of the proposed shareholders' meeting in accordance with KRS 271B.7-050. The notice shall also state that the purpose, or one (1) of the purposes, of the meeting is to consider the plan of conversion and contain or be accompanied by a copy or summary of the plan. (8) Unless KRS Chapter 271B, the articles of incorporation, or the board of directors acting pursuant to subsection (6) of this section, require a greater vote or vote by voting groups, the plan of conversion to be authorized shall be approved by each voting group entitled to vote separately on the plan by a majority of all the votes entitled to be cast on the plan by that voting group. (9) Separate voting by voting groups shall be required on a plan of conversion if the plan contains a provision that, if contained in a proposed amendment to the articles of incorporation, would require action by one (1) or more separate voting groups on the proposed amendment under KRS 271B.10-040. (10) After a conversion is authorized, and at any time before articles of organization are filed, the planned conversion may be abandoned subject to any contractual rights, without further shareholder action, in accordance with the procedure set forth in the plan of conversion or, if none is set forth, in the manner determined by the board of directors. (11) After the conversion is approved, the corporation shall file articles of organization with the office of the Secretary of State that satisfy the requirements of KRS 275.025 and also include: (a) A statement that the corporation was converted to a limited liability company; (b) Its former name; and (c) The designation, number of outstanding shares, and number of votes to be cast by each voting group entitled to vote separately on the plan of conversion and either the total number of undisputed votes cast for the plan separately by each voting group or a statement that the number cast for the plan by each voting group was sufficient for approval by that voting group. (12) The conversion shall take effect when the articles of organization are filed with the office of the Secretary of State or, subject to KRS 14A.2-070, at a later date specified in the articles of organization. (13) Both a nonprofit corporation organized under the laws of the Commonwealth and a foreign nonprofit corporation, if not forbidden by the laws of its jurisdiction of organization, may convert into a nonprofit limited liability company, except that the only member or members of the converted nonprofit limited liability company shall be organizations qualified under Section 501(c)(3) or 501(c)(4) of the Internal Revenue Code. The articles of organization filed to effect this conversion, in addition to the otherwise applicable requirements, shall contain an affirmative statement that the only member or members of the converted nonprofit limited liability company are qualified under Section 501(c)(3) or 501(c)(4) of the Internal Revenue Code.",
          "role": "corporation-to-LLC route",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/6202368d4e9984483542d7c4ecbade4100bbe6240827d9e64c69d1c959a4bdea.pdf",
          "source_sha256": "6202368d4e9984483542d7c4ecbade4100bbe6240827d9e64c69d1c959a4bdea",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=44360"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A partnership, limited partnership, or corporation may convert into a Kentucky LLC under KRS 275.370 or 275.376.",
      "fetch_event_id": null,
      "pinpoint": "KRS 275.370(1)-(4)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "275.370 Conversion of partnership or limited partnership to limited liability company. (1) (2) (3) (4) (5) A partnership or limited partnership may be converted to a limited liability company pursuant to this section. The terms and conditions of a conversion of a partnership or limited partnership to a limited liability company shall, in the case of a partnership, be approved by all the partners or by a number or percentage specified for conversion in the partnership agreement or, in the case of a limited partnership, by all the partners, notwithstanding any provision to the contrary in the limited partnership agreement. After the conversion is approved under subsection (2) of this section, the partnership or limited partnership shall file articles of organization with the office of the Secretary of State which satisfy the requirements of KRS 275.025 and include: (a) A statement that the partnership or limited partnership was converted to a limited liability company from a partnership or limited partnership, as the case may be; (b) Its former name; (c) In the case of a partnership, a statement of the number of votes cast by the partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion under the partnership agreement; and (d) If the converting partnership has filed a statement of registration as a limited liability partnership in accordance with KRS 362.555, a statement of qualification in accordance with KRS 362.1-931, or a statement of partnership authority, each shall be deemed canceled as of the effective date and time of the articles of organization as determined in accordance with KRS 275.020; and (e) In the case of a limited partnership, the converting limited partnership's certificate of limited partnership shall be deemed canceled as of the effective date and time of the articles of organization as determined in accordance with KRS 275.020. The conversion shall take effect when the articles of organization are filed with the office of the Secretary of State or, as provided in KRS 275.020, at a later date specified in the articles of organization. A partner or, in the case of a limited partnership, a general partner who becomes a member of a limited liability company as a result of a conversion shall remain liable as a partner or general partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect. If the other party to a transaction with the limited liability company reasonably believes when entering the transaction that the member undertaking the transaction is a partner in a partnership or a general partner in a limited partnership, the member shall be liable for an obligation incurred by the limited liability company within ninety (90) days after the conversion takes effect. The partner's or general partner's liability for all other obligations of the limited liability company incurred after the conversion takes effect shall be that of a member as provided in this chapter. A limited partner who becomes a member as a result of a conversion shall remain liable only as a limited partner for an obligation incurred by the limited partnership before the conversion takes effect.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/10dac4d8af49e5b8f8ae8fc55e76d248fe33bf52f4256c2a7b134d76e3def0db.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "10dac4d8af49e5b8f8ae8fc55e76d248fe33bf52f4256c2a7b134d76e3def0db",
      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13904",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.llc.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "KRS 362.1-903",
          "quote": "362.1-903 Conversion of limited partnership to partnership. (1) (2) A limited partnership may be converted to a partnership pursuant to this subsection. (a) Notwithstanding a provision to the contrary in a limited partnership agreement, the terms and conditions of a conversion of a limited partnership to a partnership shall be approved by all of the partners. (b) After the conversion is approved by the partners, the limited partnership shall cancel its certificate of limited partnership and any certificate of assumed name filed with the Secretary of State. (c) The conversion takes effect when the certificate of limited partnership is canceled. (d) A limited partner who becomes a general partner as a result of the conversion remains liable only as a limited partner for an obligation incurred by the limited partnership before the conversion takes effect. Except as otherwise provided in KRS 362.1-306, the partner is liable as a general partner for an obligation of the partnership incurred after the conversion takes effect. (a) A limited liability company may be converted to a limited liability partnership pursuant to this subsection. (b) Notwithstanding a provision to the contrary in the operating agreement, the terms and conditions of a conversion of a limited liability company to a limited liability partnership shall be approved by all of the members. (c) After the conversion is approved by the members, the limited liability company shall file with the Secretary of State a statement of qualification satisfying the requirements of KRS 362.1-931(3) and including as well the name of the predecessor limited liability company and a statement that the predecessor limited liability company was converted to a limited liability partnership. (d) The conversion takes effect upon the effective time and date of the statement of qualification as provided for in KRS 14A.2-070. (e) A member who becomes a general partner as a result of a conversion remains liable only as a member for an obligation incurred by the limited liability company before the conversion takes effect. Except as otherwise provided in KRS 362.1-306, a partner is liable as a general partner for an obligation of the partnership incurred after the conversion takes effect.",
          "role": "LLC-to-LLP route",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/08e9c03c0cc3566f0b09c929e2fcd94036ad507ae160b721716f3c3bcd0999cc.pdf",
          "source_sha256": "08e9c03c0cc3566f0b09c929e2fcd94036ad507ae160b721716f3c3bcd0999cc",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40457"
        },
        {
          "pinpoint": "KRS 362.2-952",
          "quote": "362.2-952 Conversion. (1) (2) (3) (4) (5) Subject to KRS 362.2-960, a partnership may be converted to a limited partnership as provided in KRS 362.1-902. Subject to KRS 362.2-960, a limited partnership may be converted to a partnership as provided in KRS 362.1-903. Subject to KRS 362.2-960, a limited partnership may be converted to a limited liability company as provided in KRS 275.370. A limited liability company may be converted to a limited partnership pursuant to this section and KRS 362.2-953, 362.2-954, and 362.2-955 and a plan of conversion, if: (a) The limited liability companies' governing statute authorizes the conversion; (b) The conversion is not prohibited by the law of the jurisdiction that enacted that governing statute; and (c) The limited liability company complies with its governing statute in effecting the conversion. A plan of conversion of a limited liability company into a limited partnership shall be in a record and shall include: (a) The name of the limited liability company before conversion; (b) The name of the converted limited partnership; (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 limited partnership, and other consideration; and (d) The organizational documents of the converted limited partnership.",
          "role": "LLC-to-LP route",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/266c8b734261ddf1a5597c8fb52ba4b7cfaf37ac87b9dd05c3813e535d911830.pdf",
          "source_sha256": "266c8b734261ddf1a5597c8fb52ba4b7cfaf37ac87b9dd05c3813e535d911830",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41510"
        },
        {
          "pinpoint": "KRS 386A.7-060",
          "quote": "386A.7-060 Conversion of partnership or limited partnership to statutory trust. (1) (2) (3) (4) (5) (6) (7) (8) (9) An entity other than a corporation governed as to its internal affairs by KRS Chapter 273 or a nonprofit limited liability company may be converted to a statutory trust pursuant to this section. The terms and conditions of a conversion shall be approved: (a) In the case of a partnership or a limited partnership, by all of the partners notwithstanding any provision to the contrary in the partnership agreement; (b) In the case of a limited liability company, by all of the members notwithstanding any provision to the contrary in the operating agreement; and (c) In the case of a corporation, by such action of the board of directors as would be required to approve a merger and, notwithstanding any provision to the contrary in the articles of incorporation, bylaws, or other agreement, all of the shareholders. After the conversion is approved under subsection (2) of this section, the converting organization shall deliver to the Secretary of State for filing a certificate of trust which satisfies the requirements of KRS 386A.2-010 and includes as well: (a) A statement that the converting organization was converted to a statutory trust; (b) The former name of the converting organization; (c) The form of organization of the converting organization prior to the conversion; and (d) A statement that the conversion was approved in accordance with subsection (2) of this section. In the case of a converting partnership that has filed a statement of registration as a limited liability partnership in accordance with KRS 362.555 or a statement of qualification in accordance with KRS 362.1-931, each shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited partnership, the limited partnership's certificate of limited partnership shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited liability company, its articles of organization shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting corporation, its articles of incorporation shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. The conversion shall take effect when the certificate of trust is filed with the office of the Secretary of State or, as provided in KRS 14A.2-070, at a later date specified in the certificate of trust. A partner or, in the case of a limited partnership, a general partner, who becomes a beneficial owner of a statutory trust as a result of a conversion shall remain liable as a partner or general partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect.",
          "role": "LLC-to-statutory-trust route",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/4d2292ab50c4afb98523505c7bee1acba76f8e2584540e43734c15981f5e619d.pdf",
          "source_sha256": "4d2292ab50c4afb98523505c7bee1acba76f8e2584540e43734c15981f5e619d",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40403"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Kentucky LLC may convert into an LP, LLP, or statutory trust under the route-specific statutes and approvals.",
      "fetch_event_id": null,
      "pinpoint": "KRS 275.372(1)-(4)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "275.372 Conversion of limited liability company into limited partnership. (1) (2) (3) (4) A limited liability company may convert into a limited partnership as provided in KRS 362.2-952(4). A limited liability company may convert into a limited liability partnership as provided in KRS 362.1-903. A limited liability company may convert into a limited liability partnership as provided in KRS 362.1-903. The terms and conditions of the conversion of a limited liability company shall be approved by all of the members notwithstanding any provision to the contrary in the operating agreement.",
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      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40453",
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    "structuring:pp-conversion-domestication#KY.llc.domestication_inbound": {
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      "capture_date": "2026-10-03",
      "claim_type": "negative_search_anchor",
      "display": null,
      "fetch_event_id": null,
      "pinpoint": "KRS chapter 275 (Limited Liability Companies), all 110 section titles; searched together with KRS chs. 271B, 273, 275, 362, 386A and 14A",
      "public_reason": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
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      "quote": null,
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      "source_url": "https://apps.legislature.ky.gov/law/statutes/chapter.aspx?id=38578",
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    "structuring:pp-conversion-domestication#KY.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "negative_search_anchor",
      "display": null,
      "fetch_event_id": null,
      "pinpoint": "KRS chapter 275 (Limited Liability Companies), all 110 section titles; searched together with KRS chs. 271B, 273, 275, 362, 386A and 14A",
      "public_reason": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
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      "snapshot_resolved": true,
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      "source_url": "https://apps.legislature.ky.gov/law/statutes/chapter.aspx?id=38578",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "KRS 275.376(1)",
          "quote": "A corporation may be converted to a limited liability company pursuant to this section.",
          "role": "corporation source route",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/6202368d4e9984483542d7c4ecbade4100bbe6240827d9e64c69d1c959a4bdea.pdf",
          "source_sha256": "6202368d4e9984483542d7c4ecbade4100bbe6240827d9e64c69d1c959a4bdea",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=44360"
        },
        {
          "pinpoint": "KRS 275.015(3)",
          "quote": "\"Corporation\" means a profit or nonprofit corporation formed under the laws of any state or a foreign country;",
          "role": "corporation definition",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/KY/KY/20dc9f14d8a8335a758d59f329ccb4854842ec4dfd1b3754f4f63f3f184407fd.pdf",
          "source_sha256": "20dc9f14d8a8335a758d59f329ccb4854842ec4dfd1b3754f4f63f3f184407fd",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=47081"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Stated inbound source types are partnerships, limited partnerships, and corporations; the corporation definition reaches other states and foreign countries.",
      "fetch_event_id": null,
      "pinpoint": "KRS 275.370(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A partnership or limited partnership may be converted to a limited liability company pursuant to this section.",
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      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13904",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "KRS 386A.7-060",
          "quote": "386A.7-060 Conversion of partnership or limited partnership to statutory trust. (1) (2) (3) (4) (5) (6) (7) (8) (9) An entity other than a corporation governed as to its internal affairs by KRS Chapter 273 or a nonprofit limited liability company may be converted to a statutory trust pursuant to this section. The terms and conditions of a conversion shall be approved: (a) In the case of a partnership or a limited partnership, by all of the partners notwithstanding any provision to the contrary in the partnership agreement; (b) In the case of a limited liability company, by all of the members notwithstanding any provision to the contrary in the operating agreement; and (c) In the case of a corporation, by such action of the board of directors as would be required to approve a merger and, notwithstanding any provision to the contrary in the articles of incorporation, bylaws, or other agreement, all of the shareholders. After the conversion is approved under subsection (2) of this section, the converting organization shall deliver to the Secretary of State for filing a certificate of trust which satisfies the requirements of KRS 386A.2-010 and includes as well: (a) A statement that the converting organization was converted to a statutory trust; (b) The former name of the converting organization; (c) The form of organization of the converting organization prior to the conversion; and (d) A statement that the conversion was approved in accordance with subsection (2) of this section. In the case of a converting partnership that has filed a statement of registration as a limited liability partnership in accordance with KRS 362.555 or a statement of qualification in accordance with KRS 362.1-931, each shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited partnership, the limited partnership's certificate of limited partnership shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited liability company, its articles of organization shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting corporation, its articles of incorporation shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. The conversion shall take effect when the certificate of trust is filed with the office of the Secretary of State or, as provided in KRS 14A.2-070, at a later date specified in the certificate of trust. A partner or, in the case of a limited partnership, a general partner, who becomes a beneficial owner of a statutory trust as a result of a conversion shall remain liable as a partner or general partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect.",
          "role": "statutory-trust target",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/4d2292ab50c4afb98523505c7bee1acba76f8e2584540e43734c15981f5e619d.pdf",
          "source_sha256": "4d2292ab50c4afb98523505c7bee1acba76f8e2584540e43734c15981f5e619d",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40403"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Stated outbound target types are a limited partnership, limited liability partnership, and statutory trust.",
      "fetch_event_id": null,
      "pinpoint": "KRS 275.372(1)-(4)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "275.372 Conversion of limited liability company into limited partnership. (1) (2) (3) (4) A limited liability company may convert into a limited partnership as provided in KRS 362.2-952(4). A limited liability company may convert into a limited liability partnership as provided in KRS 362.1-903. A limited liability company may convert into a limited liability partnership as provided in KRS 362.1-903. The terms and conditions of the conversion of a limited liability company shall be approved by all of the members notwithstanding any provision to the contrary in the operating agreement.",
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    "structuring:pp-conversion-domestication#KY.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The statutory filing-fee locator for LLC articles of organization and other Chapter 275 documents is KRS 275.055(1) and (9).",
      "fetch_event_id": null,
      "pinpoint": "KRS 275.055(1), (9)",
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      "quote": "275.055 Fees for filing documents with Secretary of State. The Secretary of State shall collect the following fees when the documents described in this section are delivered to him for filing: (1) Articles of organization ..................................................................................$ 40.00 (2) Amendment of article of organization ...........................................................$ 40.00 (3) Restatement of articles of organization ..........................................................$ 40.00 (4) Amendment and restatement of articles of organization ...............................$ 80.00 (5) Articles of dissolution with respect to a domestic limited liability company ................................................................................$ 40.00 (6) Articles of merger ..........................................................................................$ 50.00 (7) Articles of correction .....................................................................................$ 20.00 (8) Articles of share exchange .............................................................................$ 50.00 (9) Any other document required or permitted to be filed by this chapter ........................................................................................$ 15.00",
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      "source_class": "S1",
      "source_sha256": "db5c4c20fca7f0ebea9a63985d7bc15d4dc3ea1dcfe65270a7cac79ca26cdd15",
      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=36703",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "KRS 362.1-903",
          "quote": "362.1-903 Conversion of limited partnership to partnership. (1) (2) A limited partnership may be converted to a partnership pursuant to this subsection. (a) Notwithstanding a provision to the contrary in a limited partnership agreement, the terms and conditions of a conversion of a limited partnership to a partnership shall be approved by all of the partners. (b) After the conversion is approved by the partners, the limited partnership shall cancel its certificate of limited partnership and any certificate of assumed name filed with the Secretary of State. (c) The conversion takes effect when the certificate of limited partnership is canceled. (d) A limited partner who becomes a general partner as a result of the conversion remains liable only as a limited partner for an obligation incurred by the limited partnership before the conversion takes effect. Except as otherwise provided in KRS 362.1-306, the partner is liable as a general partner for an obligation of the partnership incurred after the conversion takes effect. (a) A limited liability company may be converted to a limited liability partnership pursuant to this subsection. (b) Notwithstanding a provision to the contrary in the operating agreement, the terms and conditions of a conversion of a limited liability company to a limited liability partnership shall be approved by all of the members. (c) After the conversion is approved by the members, the limited liability company shall file with the Secretary of State a statement of qualification satisfying the requirements of KRS 362.1-931(3) and including as well the name of the predecessor limited liability company and a statement that the predecessor limited liability company was converted to a limited liability partnership. (d) The conversion takes effect upon the effective time and date of the statement of qualification as provided for in KRS 14A.2-070. (e) A member who becomes a general partner as a result of a conversion remains liable only as a member for an obligation incurred by the limited liability company before the conversion takes effect. Except as otherwise provided in KRS 362.1-306, a partner is liable as a general partner for an obligation of the partnership incurred after the conversion takes effect.",
          "role": "LLC-to-LLP instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/08e9c03c0cc3566f0b09c929e2fcd94036ad507ae160b721716f3c3bcd0999cc.pdf",
          "source_sha256": "08e9c03c0cc3566f0b09c929e2fcd94036ad507ae160b721716f3c3bcd0999cc",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40457"
        },
        {
          "pinpoint": "KRS 362.2-954",
          "quote": "362.2-954 Filings required for conversion -- Effective date. (1) (2) After a plan of conversion of a limited liability company into a limited partnership is approved, a converting limited liability company shall deliver to the Secretary of State for filing a certificate of limited partnership which satisfies the requirements of KRS 362.2-201 and includes: (a) A statement that the limited liability company has been converted into a limited partnership; (b) The name of that limited liability company and its jurisdiction; (c) A statement that the conversion was approved as required by this subchapter; (d) A statement that the conversion was approved as required by the governing statute of the converted limited liability company; and (e) If the converted limited liability company is a foreign limited liability company not authorized to transact business in this Commonwealth, the street and mailing address of an office which the Secretary of State may use for the purposes of KRS 362.2-955(3). A conversion of a limited liability company into a limited partnership becomes effective when the certificate of limited partnership takes effect.",
          "role": "LLC-to-LP instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/08ff29f17c6cab339f73836c8465a4e52fde688b3c6731f35760ed9e60a12046.pdf",
          "source_sha256": "08ff29f17c6cab339f73836c8465a4e52fde688b3c6731f35760ed9e60a12046",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41514"
        },
        {
          "pinpoint": "KRS 386A.7-060",
          "quote": "386A.7-060 Conversion of partnership or limited partnership to statutory trust. (1) (2) (3) (4) (5) (6) (7) (8) (9) An entity other than a corporation governed as to its internal affairs by KRS Chapter 273 or a nonprofit limited liability company may be converted to a statutory trust pursuant to this section. The terms and conditions of a conversion shall be approved: (a) In the case of a partnership or a limited partnership, by all of the partners notwithstanding any provision to the contrary in the partnership agreement; (b) In the case of a limited liability company, by all of the members notwithstanding any provision to the contrary in the operating agreement; and (c) In the case of a corporation, by such action of the board of directors as would be required to approve a merger and, notwithstanding any provision to the contrary in the articles of incorporation, bylaws, or other agreement, all of the shareholders. After the conversion is approved under subsection (2) of this section, the converting organization shall deliver to the Secretary of State for filing a certificate of trust which satisfies the requirements of KRS 386A.2-010 and includes as well: (a) A statement that the converting organization was converted to a statutory trust; (b) The former name of the converting organization; (c) The form of organization of the converting organization prior to the conversion; and (d) A statement that the conversion was approved in accordance with subsection (2) of this section. In the case of a converting partnership that has filed a statement of registration as a limited liability partnership in accordance with KRS 362.555 or a statement of qualification in accordance with KRS 362.1-931, each shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited partnership, the limited partnership's certificate of limited partnership shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited liability company, its articles of organization shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting corporation, its articles of incorporation shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. The conversion shall take effect when the certificate of trust is filed with the office of the Secretary of State or, as provided in KRS 14A.2-070, at a later date specified in the certificate of trust. A partner or, in the case of a limited partnership, a general partner, who becomes a beneficial owner of a statutory trust as a result of a conversion shall remain liable as a partner or general partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect.",
          "role": "LLC-to-trust instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/4d2292ab50c4afb98523505c7bee1acba76f8e2584540e43734c15981f5e619d.pdf",
          "source_sha256": "4d2292ab50c4afb98523505c7bee1acba76f8e2584540e43734c15981f5e619d",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40403"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Route-specific instruments are articles of organization, a certificate of limited partnership, a statement of qualification, or a certificate of trust.",
      "fetch_event_id": null,
      "pinpoint": "KRS 275.370(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "275.370 Conversion of partnership or limited partnership to limited liability company. (1) (2) (3) (4) (5) A partnership or limited partnership may be converted to a limited liability company pursuant to this section. The terms and conditions of a conversion of a partnership or limited partnership to a limited liability company shall, in the case of a partnership, be approved by all the partners or by a number or percentage specified for conversion in the partnership agreement or, in the case of a limited partnership, by all the partners, notwithstanding any provision to the contrary in the limited partnership agreement. After the conversion is approved under subsection (2) of this section, the partnership or limited partnership shall file articles of organization with the office of the Secretary of State which satisfy the requirements of KRS 275.025 and include: (a) A statement that the partnership or limited partnership was converted to a limited liability company from a partnership or limited partnership, as the case may be; (b) Its former name; (c) In the case of a partnership, a statement of the number of votes cast by the partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion under the partnership agreement; and (d) If the converting partnership has filed a statement of registration as a limited liability partnership in accordance with KRS 362.555, a statement of qualification in accordance with KRS 362.1-931, or a statement of partnership authority, each shall be deemed canceled as of the effective date and time of the articles of organization as determined in accordance with KRS 275.020; and (e) In the case of a limited partnership, the converting limited partnership's certificate of limited partnership shall be deemed canceled as of the effective date and time of the articles of organization as determined in accordance with KRS 275.020. The conversion shall take effect when the articles of organization are filed with the office of the Secretary of State or, as provided in KRS 275.020, at a later date specified in the articles of organization. A partner or, in the case of a limited partnership, a general partner who becomes a member of a limited liability company as a result of a conversion shall remain liable as a partner or general partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect. If the other party to a transaction with the limited liability company reasonably believes when entering the transaction that the member undertaking the transaction is a partner in a partnership or a general partner in a limited partnership, the member shall be liable for an obligation incurred by the limited liability company within ninety (90) days after the conversion takes effect. The partner's or general partner's liability for all other obligations of the limited liability company incurred after the conversion takes effect shall be that of a member as provided in this chapter. A limited partner who becomes a member as a result of a conversion shall remain liable only as a limited partner for an obligation incurred by the limited partnership before the conversion takes effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/10dac4d8af49e5b8f8ae8fc55e76d248fe33bf52f4256c2a7b134d76e3def0db.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "10dac4d8af49e5b8f8ae8fc55e76d248fe33bf52f4256c2a7b134d76e3def0db",
      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13904",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "For the foreign-nonprofit-corporation route into a nonprofit LLC, the source jurisdiction's law must not forbid the conversion.",
      "fetch_event_id": null,
      "pinpoint": "KRS 275.376(13)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Both a nonprofit corporation organized under the laws of the Commonwealth and a foreign nonprofit corporation, if not forbidden by the laws of its jurisdiction of organization, may convert into a nonprofit limited liability company, except that the only member or members of the converted nonprofit limited liability company shall be organizations qualified under Section 501(c)(3) or 501(c)(4) of the Internal Revenue Code.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/6202368d4e9984483542d7c4ecbade4100bbe6240827d9e64c69d1c959a4bdea.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6202368d4e9984483542d7c4ecbade4100bbe6240827d9e64c69d1c959a4bdea",
      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=44360",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "negative_search_anchor",
      "display": null,
      "fetch_event_id": null,
      "pinpoint": "KRS 275 (LLC Act) chapter index, with KRS chapters 14A, 271B, 275, 362 and 386A searched in full",
      "public_reason": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
      "publish_status": "typed_unknown",
      "quote": null,
      "readiness": "verified_absence",
      "reason_code": "text_not_located_after_search",
      "rendered": "badge",
      "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-5/KY/d84a625e77550708512aaaa3cfa8f53cc389cdd27bed1316663590bef46cf2af.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d84a625e77550708512aaaa3cfa8f53cc389cdd27bed1316663590bef46cf2af",
      "source_url": "https://apps.legislature.ky.gov/law/statutes/chapter.aspx?id=38578",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.llc.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "KRS 14A.7-030, reinstatement after administrative dissolution (not a conversion)",
          "quote": "Contain a certificate from the Department of Revenue reciting that all taxes owed by the entity have been paid",
          "role": "responsive_hit_reviewed",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-5/KY/3a1cbe105ead168968301b2f850b3e2045929b8b430858b6aeb37ab950540b9c.pdf",
          "source_sha256": "3a1cbe105ead168968301b2f850b3e2045929b8b430858b6aeb37ab950540b9c",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=52325"
        },
        {
          "pinpoint": "KRS 14A.2-010, filing fee and organization tax accompany any filed document (not a clearance)",
          "quote": "the correct filing fee, the organization tax, and any penalty required by this chapter or other law to be collected by the office of the Secretary of State with the document",
          "role": "responsive_hit_reviewed",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-5/KY/6d5735f854157d45e6feae1071b4db3c9d903c3ed1d8190c5eeac813a44aa01f.pdf",
          "source_sha256": "6d5735f854157d45e6feae1071b4db3c9d903c3ed1d8190c5eeac813a44aa01f",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=44315"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "negative_search_anchor",
      "display": null,
      "fetch_event_id": null,
      "pinpoint": "KRS 275 (LLC Act) chapter index, with KRS chapters 14A, 271B, 275, 362 and 386A searched in full",
      "public_reason": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
      "publish_status": "typed_unknown",
      "quote": null,
      "readiness": "verified_absence",
      "reason_code": "text_not_located_after_search",
      "rendered": "badge",
      "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-5/KY/d84a625e77550708512aaaa3cfa8f53cc389cdd27bed1316663590bef46cf2af.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d84a625e77550708512aaaa3cfa8f53cc389cdd27bed1316663590bef46cf2af",
      "source_url": "https://apps.legislature.ky.gov/law/statutes/chapter.aspx?id=38578",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "KRS 275.370",
          "quote": "275.370 Conversion of partnership or limited partnership to limited liability company. (1) (2) (3) (4) (5) A partnership or limited partnership may be converted to a limited liability company pursuant to this section. The terms and conditions of a conversion of a partnership or limited partnership to a limited liability company shall, in the case of a partnership, be approved by all the partners or by a number or percentage specified for conversion in the partnership agreement or, in the case of a limited partnership, by all the partners, notwithstanding any provision to the contrary in the limited partnership agreement. After the conversion is approved under subsection (2) of this section, the partnership or limited partnership shall file articles of organization with the office of the Secretary of State which satisfy the requirements of KRS 275.025 and include: (a) A statement that the partnership or limited partnership was converted to a limited liability company from a partnership or limited partnership, as the case may be; (b) Its former name; (c) In the case of a partnership, a statement of the number of votes cast by the partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion under the partnership agreement; and (d) If the converting partnership has filed a statement of registration as a limited liability partnership in accordance with KRS 362.555, a statement of qualification in accordance with KRS 362.1-931, or a statement of partnership authority, each shall be deemed canceled as of the effective date and time of the articles of organization as determined in accordance with KRS 275.020; and (e) In the case of a limited partnership, the converting limited partnership's certificate of limited partnership shall be deemed canceled as of the effective date and time of the articles of organization as determined in accordance with KRS 275.020. The conversion shall take effect when the articles of organization are filed with the office of the Secretary of State or, as provided in KRS 275.020, at a later date specified in the articles of organization. A partner or, in the case of a limited partnership, a general partner who becomes a member of a limited liability company as a result of a conversion shall remain liable as a partner or general partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect. If the other party to a transaction with the limited liability company reasonably believes when entering the transaction that the member undertaking the transaction is a partner in a partnership or a general partner in a limited partnership, the member shall be liable for an obligation incurred by the limited liability company within ninety (90) days after the conversion takes effect. The partner's or general partner's liability for all other obligations of the limited liability company incurred after the conversion takes effect shall be that of a member as provided in this chapter. A limited partner who becomes a member as a result of a conversion shall remain liable only as a limited partner for an obligation incurred by the limited partnership before the conversion takes effect.",
          "role": "LP-to-LLC approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/10dac4d8af49e5b8f8ae8fc55e76d248fe33bf52f4256c2a7b134d76e3def0db.pdf",
          "source_sha256": "10dac4d8af49e5b8f8ae8fc55e76d248fe33bf52f4256c2a7b134d76e3def0db",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13904"
        },
        {
          "pinpoint": "KRS 362.1-903",
          "quote": "362.1-903 Conversion of limited partnership to partnership. (1) (2) A limited partnership may be converted to a partnership pursuant to this subsection. (a) Notwithstanding a provision to the contrary in a limited partnership agreement, the terms and conditions of a conversion of a limited partnership to a partnership shall be approved by all of the partners. (b) After the conversion is approved by the partners, the limited partnership shall cancel its certificate of limited partnership and any certificate of assumed name filed with the Secretary of State. (c) The conversion takes effect when the certificate of limited partnership is canceled. (d) A limited partner who becomes a general partner as a result of the conversion remains liable only as a limited partner for an obligation incurred by the limited partnership before the conversion takes effect. Except as otherwise provided in KRS 362.1-306, the partner is liable as a general partner for an obligation of the partnership incurred after the conversion takes effect. (a) A limited liability company may be converted to a limited liability partnership pursuant to this subsection. (b) Notwithstanding a provision to the contrary in the operating agreement, the terms and conditions of a conversion of a limited liability company to a limited liability partnership shall be approved by all of the members. (c) After the conversion is approved by the members, the limited liability company shall file with the Secretary of State a statement of qualification satisfying the requirements of KRS 362.1-931(3) and including as well the name of the predecessor limited liability company and a statement that the predecessor limited liability company was converted to a limited liability partnership. (d) The conversion takes effect upon the effective time and date of the statement of qualification as provided for in KRS 14A.2-070. (e) A member who becomes a general partner as a result of a conversion remains liable only as a member for an obligation incurred by the limited liability company before the conversion takes effect. Except as otherwise provided in KRS 362.1-306, a partner is liable as a general partner for an obligation of the partnership incurred after the conversion takes effect.",
          "role": "LP-to-partnership approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/08e9c03c0cc3566f0b09c929e2fcd94036ad507ae160b721716f3c3bcd0999cc.pdf",
          "source_sha256": "08e9c03c0cc3566f0b09c929e2fcd94036ad507ae160b721716f3c3bcd0999cc",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40457"
        },
        {
          "pinpoint": "KRS 386A.7-060",
          "quote": "386A.7-060 Conversion of partnership or limited partnership to statutory trust. (1) (2) (3) (4) (5) (6) (7) (8) (9) An entity other than a corporation governed as to its internal affairs by KRS Chapter 273 or a nonprofit limited liability company may be converted to a statutory trust pursuant to this section. The terms and conditions of a conversion shall be approved: (a) In the case of a partnership or a limited partnership, by all of the partners notwithstanding any provision to the contrary in the partnership agreement; (b) In the case of a limited liability company, by all of the members notwithstanding any provision to the contrary in the operating agreement; and (c) In the case of a corporation, by such action of the board of directors as would be required to approve a merger and, notwithstanding any provision to the contrary in the articles of incorporation, bylaws, or other agreement, all of the shareholders. After the conversion is approved under subsection (2) of this section, the converting organization shall deliver to the Secretary of State for filing a certificate of trust which satisfies the requirements of KRS 386A.2-010 and includes as well: (a) A statement that the converting organization was converted to a statutory trust; (b) The former name of the converting organization; (c) The form of organization of the converting organization prior to the conversion; and (d) A statement that the conversion was approved in accordance with subsection (2) of this section. In the case of a converting partnership that has filed a statement of registration as a limited liability partnership in accordance with KRS 362.555 or a statement of qualification in accordance with KRS 362.1-931, each shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited partnership, the limited partnership's certificate of limited partnership shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited liability company, its articles of organization shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting corporation, its articles of incorporation shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. The conversion shall take effect when the certificate of trust is filed with the office of the Secretary of State or, as provided in KRS 14A.2-070, at a later date specified in the certificate of trust. A partner or, in the case of a limited partnership, a general partner, who becomes a beneficial owner of a statutory trust as a result of a conversion shall remain liable as a partner or general partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect.",
          "role": "LP-to-trust approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/4d2292ab50c4afb98523505c7bee1acba76f8e2584540e43734c15981f5e619d.pdf",
          "source_sha256": "4d2292ab50c4afb98523505c7bee1acba76f8e2584540e43734c15981f5e619d",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40403"
        },
        {
          "pinpoint": "KRS 362.2-960",
          "quote": "362.2-960 Restrictions on approval of conversions and mergers and on relinquishing LLLP status. (1) (2) (3) If a partner of a converting or constituent limited partnership will have personal liability with respect to a converted or surviving organization, then approval and amendment of a plan of conversion or merger are ineffective without the consent of that partner, unless: (a) The limited partnership's partnership agreement provides for the approval of the conversion or merger with the consent of less than all the partners; and (b) That partner has consented to that provision of the partnership agreement. An amendment to a certificate of limited partnership which deletes a statement that the limited partnership is a limited liability limited partnership is ineffective without the consent of each general partner unless: (a) The limited partnership's partnership agreement provides for that amendment with the consent of less than all the general partners; and (b) Each general partner that does not consent to the amendment has consented to that provision of the partnership agreement. A partner does not give the consent required by subsection (1) or (2) of this section merely by consenting to a provision of the partnership agreement which permits the partnership agreement to be amended with the consent of less than all the partners.",
          "role": "personal-liability consent restriction",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/d1277d0f4125f33bf296cbcd85fc0fbec06c3a2239cc9b078126c4faaff3ac36.pdf",
          "source_sha256": "d1277d0f4125f33bf296cbcd85fc0fbec06c3a2239cc9b078126c4faaff3ac36",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41526"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A converting LP generally requires all partners' approval; separate consent applies if a partner will acquire personal liability.",
      "fetch_event_id": null,
      "pinpoint": "KRS 362.2-953(1)-(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "362.2-953 Action on plan of conversion by converting limited partnership. (1) (2) (3) Subject to KRS 362.2-960, a plan of conversion shall be approved by all the partners of a converting limited partnership. Subject to KRS 362.2-960 and any contractual rights, after a conversion is approved, and at any time before a filing is made under KRS 362.2-954, a converting limited partnership may amend the plan or abandon the planned conversion: (a) As provided in the plan; and (b) Except as prohibited by the plan, by the same consent as was required to approve the plan. Unless otherwise provided in the partnership agreement, a partner has no right to dissent from a conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/dfb69f2ad525663c483e499f3484c79b7b7c2566e82ce44a7909c4dbc563aa75.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dfb69f2ad525663c483e499f3484c79b7b7c2566e82ce44a7909c4dbc563aa75",
      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41512",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.lp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "KRS 362.1-904",
          "quote": "362.1-904 Effect of conversion -- Entity unchanged. (1) (2) (3) A converted organization that has been converted pursuant to KRS 362.1-901 to 362.1-908 is for all purposes the same entity that existed before the conversion. When a conversion takes place: (a) All property and contract rights owned by, and all rights, privileges, and immunities of, the converting organization shall remain vested in the converted organization without assignment, reversions, or impairment and without the converting organization having been dissolved; (b) All obligations of the converting partnership organization shall continue as obligations of the converted organization; (c) An action or proceeding pending against the converting partnership organization may be continued as if the organization had not occurred, and the name of the converted organization may be substituted in any pending action or proceeding for the name of the converting organization; (d) Any written partnership agreement of the converted partnership or limited partnership shall be binding upon each person who becomes a partner in the converted partnership or limited partnership; and (e) Except as otherwise provided in the plan of conversion, the terms and conditions of the plan of conversion take effect. Unless otherwise provided in the partnership agreement, a partner has no right to dissent from a conversion.",
          "role": "partnership/LP effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/3de78b5667afecf7f6d59fefc5b25caf1f2eb03e9596badce7c6d326cd7fecdb.pdf",
          "source_sha256": "3de78b5667afecf7f6d59fefc5b25caf1f2eb03e9596badce7c6d326cd7fecdb",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40458"
        },
        {
          "pinpoint": "KRS 275.375",
          "quote": "275.375 Effect of conversion. (1) (2) A partnership or limited partnership that has been converted pursuant to this chapter shall be for all purposes the same entity that existed before the conversion. When a conversion takes effect: (a) All property and contract rights owned by, and all rights, privileges, and immunities of the converting partnership or limited partnership shall remain vested in the converted limited liability company without assignment, reversion, or impairment; (b) All obligations of the converting partnership or limited partnership shall continue as obligations of the converted limited liability company; (c) An action or proceeding pending against the converting partnership or limited partnership may be continued as if the conversion had not occurred and the name of the converted limited liability company may be substituted in any pending action or proceeding for the name of the converting partnership or limited partnership; and (d) The written operating agreement of the converted limited liability company shall be binding upon each person who becomes a member of the limited liability company.",
          "role": "LP-to-LLC effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/661e56dc7917dda117cd701ca075be28ca38b7c2789a954680b292a18f55cae4.pdf",
          "source_sha256": "661e56dc7917dda117cd701ca075be28ca38b7c2789a954680b292a18f55cae4",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13906"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Captured LP conversion routes preserve the same entity, property, obligations, and pending proceedings under the applicable effects section.",
      "fetch_event_id": null,
      "pinpoint": "KRS 362.2-955(1)-(4)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "362.2-955 Effect of conversion. (1) (2) (3) (4) An organization that has been converted pursuant to KRS 362.2-951 to 362.2-963 is for all purposes the same entity that existed before the conversion. When a conversion takes effect: (a) All property and contract rights owned by, and all rights, privileges, and immunities of, the converting organization shall remain vested in the converted organization without assignment, reversion, or impairment; (b) All obligations of the converting organization shall continue as obligations of the converted organization; (c) An action or proceeding pending against the converting organization may be continued as if the conversion had not occurred, and the name of the converted organization may be substituted in any pending action or proceeding for the name of the converting organization; and (d) Any written organization documents of the converted organization shall be binding upon each person who becomes a partner or member in the converted organization. A converted organization that is a foreign entity consents to the jurisdiction of the courts of this Commonwealth to enforce any obligation owed by the converting organization if, before the conversion, the converting organization was subject to suit in this Commonwealth on that obligation. A converted organization that is a foreign entity and not authorized to transact business in this Commonwealth appoints the Secretary of State as its agent for service of process for purposes of enforcing an obligation under this subsection. Service on the Secretary of State under this subsection is made in the same manner and with the same consequences as in KRS 14A.9-060(4). A person who becomes a general partner in a limited partnership that is not a limited liability limited partnership as a result of a conversion shall be personally liable as a general partner for only those obligations incurred by the limited partnership after the conversion takes effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/5b37c061c32b9a847fcf5d30d7046f9bafd8559383833cfa055869373ede4e06.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5b37c061c32b9a847fcf5d30d7046f9bafd8559383833cfa055869373ede4e06",
      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41516",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "KRS 362.1-902",
          "quote": "362.1-902 Conversion of partnership to limited partnership. (1) (2) (3) (4) (5) (6) A partnership may be converted to a limited partnership pursuant to this section. The terms and conditions of a conversion of a partnership to a limited partnership shall be approved by all of the partners or by a number or percentage specified for conversion in the partnership agreement. After the conversion is approved by the partners, the partnership shall cancel any statement of qualification, statement of partnership authority, or certificate of assumed name filed with the Secretary of State and file a certificate of limited partnership in the jurisdiction in which the limited partnership is to be formed. In addition to all other requirements, the certificate shall include: (a) A statement that the partnership was converted to a limited partnership from a partnership; (b) Its former name; and (c) A statement of the number of votes cast by the partners for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion under the partnership agreement. The conversion takes effect when the certificate of limited partnership is filed or at any later date specified in the certificate. A general partner who becomes a limited partner as a result of the conversion remains liable as a general partner for an obligation incurred by the partnership before the conversion takes effect. If the other party to a transaction with the limited partnership reasonably believes when entering the transaction that the limited partner is a general partner, then the limited partner is liable for an obligation incurred by the limited partnership within ninety (90) days after the conversion takes effect. The limited partner's liability for all other obligations of the limited partnership incurred after the conversion takes effect is that of a limited partner as provided in Subchapter 2 of this chapter. A partnership may be converted to a limited liability company as provided in KRS 275.370.",
          "role": "partnership-to-LP route",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/1410a01fc69019c14a6623fcaff809aa5328c1e46279d5544d023dfbede9fe14.pdf",
          "source_sha256": "1410a01fc69019c14a6623fcaff809aa5328c1e46279d5544d023dfbede9fe14",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=34511"
        },
        {
          "pinpoint": "KRS 275.372",
          "quote": "275.372 Conversion of limited liability company into limited partnership. (1) (2) (3) (4) A limited liability company may convert into a limited partnership as provided in KRS 362.2-952(4). A limited liability company may convert into a limited liability partnership as provided in KRS 362.1-903. A limited liability company may convert into a limited liability partnership as provided in KRS 362.1-903. The terms and conditions of the conversion of a limited liability company shall be approved by all of the members notwithstanding any provision to the contrary in the operating agreement.",
          "role": "LLC source authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/ec9c540e997e948ae12f5d7c185ff1790229f6c73e547c4366e4dab8bf231801.pdf",
          "source_sha256": "ec9c540e997e948ae12f5d7c185ff1790229f6c73e547c4366e4dab8bf231801",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40453"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A partnership or LLC may convert into a Kentucky LP; an LLC source must satisfy its governing statute and jurisdiction law.",
      "fetch_event_id": null,
      "pinpoint": "KRS 362.2-952(1), (4)-(5)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "362.2-952 Conversion. (1) (2) (3) (4) (5) Subject to KRS 362.2-960, a partnership may be converted to a limited partnership as provided in KRS 362.1-902. Subject to KRS 362.2-960, a limited partnership may be converted to a partnership as provided in KRS 362.1-903. Subject to KRS 362.2-960, a limited partnership may be converted to a limited liability company as provided in KRS 275.370. A limited liability company may be converted to a limited partnership pursuant to this section and KRS 362.2-953, 362.2-954, and 362.2-955 and a plan of conversion, if: (a) The limited liability companies' governing statute authorizes the conversion; (b) The conversion is not prohibited by the law of the jurisdiction that enacted that governing statute; and (c) The limited liability company complies with its governing statute in effecting the conversion. A plan of conversion of a limited liability company into a limited partnership shall be in a record and shall include: (a) The name of the limited liability company before conversion; (b) The name of the converted limited partnership; (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 limited partnership, and other consideration; and (d) The organizational documents of the converted limited partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/266c8b734261ddf1a5597c8fb52ba4b7cfaf37ac87b9dd05c3813e535d911830.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "266c8b734261ddf1a5597c8fb52ba4b7cfaf37ac87b9dd05c3813e535d911830",
      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41510",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "KRS 362.1-903",
          "quote": "362.1-903 Conversion of limited partnership to partnership. (1) (2) A limited partnership may be converted to a partnership pursuant to this subsection. (a) Notwithstanding a provision to the contrary in a limited partnership agreement, the terms and conditions of a conversion of a limited partnership to a partnership shall be approved by all of the partners. (b) After the conversion is approved by the partners, the limited partnership shall cancel its certificate of limited partnership and any certificate of assumed name filed with the Secretary of State. (c) The conversion takes effect when the certificate of limited partnership is canceled. (d) A limited partner who becomes a general partner as a result of the conversion remains liable only as a limited partner for an obligation incurred by the limited partnership before the conversion takes effect. Except as otherwise provided in KRS 362.1-306, the partner is liable as a general partner for an obligation of the partnership incurred after the conversion takes effect. (a) A limited liability company may be converted to a limited liability partnership pursuant to this subsection. (b) Notwithstanding a provision to the contrary in the operating agreement, the terms and conditions of a conversion of a limited liability company to a limited liability partnership shall be approved by all of the members. (c) After the conversion is approved by the members, the limited liability company shall file with the Secretary of State a statement of qualification satisfying the requirements of KRS 362.1-931(3) and including as well the name of the predecessor limited liability company and a statement that the predecessor limited liability company was converted to a limited liability partnership. (d) The conversion takes effect upon the effective time and date of the statement of qualification as provided for in KRS 14A.2-070. (e) A member who becomes a general partner as a result of a conversion remains liable only as a member for an obligation incurred by the limited liability company before the conversion takes effect. Except as otherwise provided in KRS 362.1-306, a partner is liable as a general partner for an obligation of the partnership incurred after the conversion takes effect.",
          "role": "LP-to-partnership route",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/08e9c03c0cc3566f0b09c929e2fcd94036ad507ae160b721716f3c3bcd0999cc.pdf",
          "source_sha256": "08e9c03c0cc3566f0b09c929e2fcd94036ad507ae160b721716f3c3bcd0999cc",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40457"
        },
        {
          "pinpoint": "KRS 275.370",
          "quote": "275.370 Conversion of partnership or limited partnership to limited liability company. (1) (2) (3) (4) (5) A partnership or limited partnership may be converted to a limited liability company pursuant to this section. The terms and conditions of a conversion of a partnership or limited partnership to a limited liability company shall, in the case of a partnership, be approved by all the partners or by a number or percentage specified for conversion in the partnership agreement or, in the case of a limited partnership, by all the partners, notwithstanding any provision to the contrary in the limited partnership agreement. After the conversion is approved under subsection (2) of this section, the partnership or limited partnership shall file articles of organization with the office of the Secretary of State which satisfy the requirements of KRS 275.025 and include: (a) A statement that the partnership or limited partnership was converted to a limited liability company from a partnership or limited partnership, as the case may be; (b) Its former name; (c) In the case of a partnership, a statement of the number of votes cast by the partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion under the partnership agreement; and (d) If the converting partnership has filed a statement of registration as a limited liability partnership in accordance with KRS 362.555, a statement of qualification in accordance with KRS 362.1-931, or a statement of partnership authority, each shall be deemed canceled as of the effective date and time of the articles of organization as determined in accordance with KRS 275.020; and (e) In the case of a limited partnership, the converting limited partnership's certificate of limited partnership shall be deemed canceled as of the effective date and time of the articles of organization as determined in accordance with KRS 275.020. The conversion shall take effect when the articles of organization are filed with the office of the Secretary of State or, as provided in KRS 275.020, at a later date specified in the articles of organization. A partner or, in the case of a limited partnership, a general partner who becomes a member of a limited liability company as a result of a conversion shall remain liable as a partner or general partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect. If the other party to a transaction with the limited liability company reasonably believes when entering the transaction that the member undertaking the transaction is a partner in a partnership or a general partner in a limited partnership, the member shall be liable for an obligation incurred by the limited liability company within ninety (90) days after the conversion takes effect. The partner's or general partner's liability for all other obligations of the limited liability company incurred after the conversion takes effect shall be that of a member as provided in this chapter. A limited partner who becomes a member as a result of a conversion shall remain liable only as a limited partner for an obligation incurred by the limited partnership before the conversion takes effect.",
          "role": "LP-to-LLC route",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/10dac4d8af49e5b8f8ae8fc55e76d248fe33bf52f4256c2a7b134d76e3def0db.pdf",
          "source_sha256": "10dac4d8af49e5b8f8ae8fc55e76d248fe33bf52f4256c2a7b134d76e3def0db",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13904"
        },
        {
          "pinpoint": "KRS 386A.7-060",
          "quote": "386A.7-060 Conversion of partnership or limited partnership to statutory trust. (1) (2) (3) (4) (5) (6) (7) (8) (9) An entity other than a corporation governed as to its internal affairs by KRS Chapter 273 or a nonprofit limited liability company may be converted to a statutory trust pursuant to this section. The terms and conditions of a conversion shall be approved: (a) In the case of a partnership or a limited partnership, by all of the partners notwithstanding any provision to the contrary in the partnership agreement; (b) In the case of a limited liability company, by all of the members notwithstanding any provision to the contrary in the operating agreement; and (c) In the case of a corporation, by such action of the board of directors as would be required to approve a merger and, notwithstanding any provision to the contrary in the articles of incorporation, bylaws, or other agreement, all of the shareholders. After the conversion is approved under subsection (2) of this section, the converting organization shall deliver to the Secretary of State for filing a certificate of trust which satisfies the requirements of KRS 386A.2-010 and includes as well: (a) A statement that the converting organization was converted to a statutory trust; (b) The former name of the converting organization; (c) The form of organization of the converting organization prior to the conversion; and (d) A statement that the conversion was approved in accordance with subsection (2) of this section. In the case of a converting partnership that has filed a statement of registration as a limited liability partnership in accordance with KRS 362.555 or a statement of qualification in accordance with KRS 362.1-931, each shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited partnership, the limited partnership's certificate of limited partnership shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited liability company, its articles of organization shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting corporation, its articles of incorporation shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. The conversion shall take effect when the certificate of trust is filed with the office of the Secretary of State or, as provided in KRS 14A.2-070, at a later date specified in the certificate of trust. A partner or, in the case of a limited partnership, a general partner, who becomes a beneficial owner of a statutory trust as a result of a conversion shall remain liable as a partner or general partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect.",
          "role": "LP-to-statutory-trust route",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/4d2292ab50c4afb98523505c7bee1acba76f8e2584540e43734c15981f5e619d.pdf",
          "source_sha256": "4d2292ab50c4afb98523505c7bee1acba76f8e2584540e43734c15981f5e619d",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40403"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Kentucky LP may convert into a partnership, LLC, or statutory trust under the route-specific statutes and approvals.",
      "fetch_event_id": null,
      "pinpoint": "KRS 362.2-952(2)-(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "362.2-952 Conversion. (1) (2) (3) (4) (5) Subject to KRS 362.2-960, a partnership may be converted to a limited partnership as provided in KRS 362.1-902. Subject to KRS 362.2-960, a limited partnership may be converted to a partnership as provided in KRS 362.1-903. Subject to KRS 362.2-960, a limited partnership may be converted to a limited liability company as provided in KRS 275.370. A limited liability company may be converted to a limited partnership pursuant to this section and KRS 362.2-953, 362.2-954, and 362.2-955 and a plan of conversion, if: (a) The limited liability companies' governing statute authorizes the conversion; (b) The conversion is not prohibited by the law of the jurisdiction that enacted that governing statute; and (c) The limited liability company complies with its governing statute in effecting the conversion. A plan of conversion of a limited liability company into a limited partnership shall be in a record and shall include: (a) The name of the limited liability company before conversion; (b) The name of the converted limited partnership; (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 limited partnership, and other consideration; and (d) The organizational documents of the converted limited partnership.",
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      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "KRS 362.2-963",
          "quote": "KRS 362.2-951 to 362.2-963 do not preclude an entity from being converted or merged under other law.",
          "role": "other-law clause reviewed",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-4/KY/8f2c06561fdacc51faf19bde9e81e40e246a081434066ecf072d39f6d309a69d.pdf",
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          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41532"
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      "claim_type": "negative_search_anchor",
      "display": null,
      "fetch_event_id": null,
      "pinpoint": "KRS chapter 362 (Partnerships), all 392 section titles; searched together with KRS chs. 271B, 273, 275, 362, 386A and 14A",
      "public_reason": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
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      "source_url": "https://apps.legislature.ky.gov/law/statutes/chapter.aspx?id=39038",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "KRS 362.2-963",
          "quote": "KRS 362.2-951 to 362.2-963 do not preclude an entity from being converted or merged under other law.",
          "role": "other-law clause reviewed",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-4/KY/8f2c06561fdacc51faf19bde9e81e40e246a081434066ecf072d39f6d309a69d.pdf",
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          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41532"
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      ],
      "capture_date": "2026-10-03",
      "claim_type": "negative_search_anchor",
      "display": null,
      "fetch_event_id": null,
      "pinpoint": "KRS chapter 362 (Partnerships), all 392 section titles; searched together with KRS chs. 271B, 273, 275, 362, 386A and 14A",
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    },
    "structuring:pp-conversion-domestication#KY.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "KRS 362.1-901",
          "quote": "362.1-901 Definitions for KRS 362.1-901 to 362.1-908. As used in KRS 362.1-901 to 362.1-908: (1) \"Converted organization\" means the entity resulting from a conversion; (2) \"Converting organization\" means the entity undertaking a conversion; (3) \"General partner\" means a partner in a partnership and a general partner in a limited partnership; (4) \"Limited liability company\" means a limited liability company organized under the Kentucky Limited Liability Company Act or comparable law of another jurisdiction; (5) \"Limited liability partnership\" means a limited liability partnership as provided for in KRS 362.1-931; (6) \"Limited partner\" means a limited partner in a limited partnership; (7) \"Limited partnership\" means a limited partnership created under the Kentucky Uniform Limited Partnership Act (2006), predecessor law, or comparable law of another jurisdiction; and (8) \"Partner\" includes both a general partner and a limited partner.",
          "role": "LLC definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/944af0f724231d1ab8a19278ecbd2fc53c0b63b87016929e149287f059a69070.pdf",
          "source_sha256": "944af0f724231d1ab8a19278ecbd2fc53c0b63b87016929e149287f059a69070",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40456"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Stated inbound source types are a partnership and limited liability company, including an LLC under comparable law of another jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "KRS 362.2-952(1), (4)-(5)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "362.2-952 Conversion. (1) (2) (3) (4) (5) Subject to KRS 362.2-960, a partnership may be converted to a limited partnership as provided in KRS 362.1-902. Subject to KRS 362.2-960, a limited partnership may be converted to a partnership as provided in KRS 362.1-903. Subject to KRS 362.2-960, a limited partnership may be converted to a limited liability company as provided in KRS 275.370. A limited liability company may be converted to a limited partnership pursuant to this section and KRS 362.2-953, 362.2-954, and 362.2-955 and a plan of conversion, if: (a) The limited liability companies' governing statute authorizes the conversion; (b) The conversion is not prohibited by the law of the jurisdiction that enacted that governing statute; and (c) The limited liability company complies with its governing statute in effecting the conversion. A plan of conversion of a limited liability company into a limited partnership shall be in a record and shall include: (a) The name of the limited liability company before conversion; (b) The name of the converted limited partnership; (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 limited partnership, and other consideration; and (d) The organizational documents of the converted limited partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/266c8b734261ddf1a5597c8fb52ba4b7cfaf37ac87b9dd05c3813e535d911830.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "266c8b734261ddf1a5597c8fb52ba4b7cfaf37ac87b9dd05c3813e535d911830",
      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41510",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "KRS 386A.7-060",
          "quote": "386A.7-060 Conversion of partnership or limited partnership to statutory trust. (1) (2) (3) (4) (5) (6) (7) (8) (9) An entity other than a corporation governed as to its internal affairs by KRS Chapter 273 or a nonprofit limited liability company may be converted to a statutory trust pursuant to this section. The terms and conditions of a conversion shall be approved: (a) In the case of a partnership or a limited partnership, by all of the partners notwithstanding any provision to the contrary in the partnership agreement; (b) In the case of a limited liability company, by all of the members notwithstanding any provision to the contrary in the operating agreement; and (c) In the case of a corporation, by such action of the board of directors as would be required to approve a merger and, notwithstanding any provision to the contrary in the articles of incorporation, bylaws, or other agreement, all of the shareholders. After the conversion is approved under subsection (2) of this section, the converting organization shall deliver to the Secretary of State for filing a certificate of trust which satisfies the requirements of KRS 386A.2-010 and includes as well: (a) A statement that the converting organization was converted to a statutory trust; (b) The former name of the converting organization; (c) The form of organization of the converting organization prior to the conversion; and (d) A statement that the conversion was approved in accordance with subsection (2) of this section. In the case of a converting partnership that has filed a statement of registration as a limited liability partnership in accordance with KRS 362.555 or a statement of qualification in accordance with KRS 362.1-931, each shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited partnership, the limited partnership's certificate of limited partnership shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited liability company, its articles of organization shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting corporation, its articles of incorporation shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. The conversion shall take effect when the certificate of trust is filed with the office of the Secretary of State or, as provided in KRS 14A.2-070, at a later date specified in the certificate of trust. A partner or, in the case of a limited partnership, a general partner, who becomes a beneficial owner of a statutory trust as a result of a conversion shall remain liable as a partner or general partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect.",
          "role": "statutory-trust target",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/4d2292ab50c4afb98523505c7bee1acba76f8e2584540e43734c15981f5e619d.pdf",
          "source_sha256": "4d2292ab50c4afb98523505c7bee1acba76f8e2584540e43734c15981f5e619d",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40403"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Stated outbound target types are a partnership, limited liability company, and statutory trust.",
      "fetch_event_id": null,
      "pinpoint": "KRS 362.2-952(2)-(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "362.2-952 Conversion. (1) (2) (3) (4) (5) Subject to KRS 362.2-960, a partnership may be converted to a limited partnership as provided in KRS 362.1-902. Subject to KRS 362.2-960, a limited partnership may be converted to a partnership as provided in KRS 362.1-903. Subject to KRS 362.2-960, a limited partnership may be converted to a limited liability company as provided in KRS 275.370. A limited liability company may be converted to a limited partnership pursuant to this section and KRS 362.2-953, 362.2-954, and 362.2-955 and a plan of conversion, if: (a) The limited liability companies' governing statute authorizes the conversion; (b) The conversion is not prohibited by the law of the jurisdiction that enacted that governing statute; and (c) The limited liability company complies with its governing statute in effecting the conversion. A plan of conversion of a limited liability company into a limited partnership shall be in a record and shall include: (a) The name of the limited liability company before conversion; (b) The name of the converted limited partnership; (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 limited partnership, and other consideration; and (d) The organizational documents of the converted limited partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/266c8b734261ddf1a5597c8fb52ba4b7cfaf37ac87b9dd05c3813e535d911830.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "266c8b734261ddf1a5597c8fb52ba4b7cfaf37ac87b9dd05c3813e535d911830",
      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41510",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.lp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "KRS 362.2-954(1)",
          "quote": "a converting limited liability company shall deliver to the Secretary of State for filing a certificate of limited partnership",
          "role": "conversion_files_certificate_of_limited_partnership",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-5/KY/08ff29f17c6cab339f73836c8465a4e52fde688b3c6731f35760ed9e60a12046.pdf",
          "source_sha256": "08ff29f17c6cab339f73836c8465a4e52fde688b3c6731f35760ed9e60a12046",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41514"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Kentucky's filing fee for a limited partnership's certificate, which a conversion into a limited partnership files, is set in KRS 362.2-122.",
      "fetch_event_id": null,
      "pinpoint": "KRS 362.2-122, Fees for filing documents with Secretary of State",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The Secretary of State shall collect the following fees when the following records in this section are delivered for filing",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-5/KY/a55de35854b66a3169017657553436ba187a8ffc054a4c24a12767e32effb603.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a55de35854b66a3169017657553436ba187a8ffc054a4c24a12767e32effb603",
      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=36802",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "KRS 362.1-903",
          "quote": "362.1-903 Conversion of limited partnership to partnership. (1) (2) A limited partnership may be converted to a partnership pursuant to this subsection. (a) Notwithstanding a provision to the contrary in a limited partnership agreement, the terms and conditions of a conversion of a limited partnership to a partnership shall be approved by all of the partners. (b) After the conversion is approved by the partners, the limited partnership shall cancel its certificate of limited partnership and any certificate of assumed name filed with the Secretary of State. (c) The conversion takes effect when the certificate of limited partnership is canceled. (d) A limited partner who becomes a general partner as a result of the conversion remains liable only as a limited partner for an obligation incurred by the limited partnership before the conversion takes effect. Except as otherwise provided in KRS 362.1-306, the partner is liable as a general partner for an obligation of the partnership incurred after the conversion takes effect. (a) A limited liability company may be converted to a limited liability partnership pursuant to this subsection. (b) Notwithstanding a provision to the contrary in the operating agreement, the terms and conditions of a conversion of a limited liability company to a limited liability partnership shall be approved by all of the members. (c) After the conversion is approved by the members, the limited liability company shall file with the Secretary of State a statement of qualification satisfying the requirements of KRS 362.1-931(3) and including as well the name of the predecessor limited liability company and a statement that the predecessor limited liability company was converted to a limited liability partnership. (d) The conversion takes effect upon the effective time and date of the statement of qualification as provided for in KRS 14A.2-070. (e) A member who becomes a general partner as a result of a conversion remains liable only as a member for an obligation incurred by the limited liability company before the conversion takes effect. Except as otherwise provided in KRS 362.1-306, a partner is liable as a general partner for an obligation of the partnership incurred after the conversion takes effect.",
          "role": "LP-to-partnership cancellation",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/08e9c03c0cc3566f0b09c929e2fcd94036ad507ae160b721716f3c3bcd0999cc.pdf",
          "source_sha256": "08e9c03c0cc3566f0b09c929e2fcd94036ad507ae160b721716f3c3bcd0999cc",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40457"
        },
        {
          "pinpoint": "KRS 275.370",
          "quote": "275.370 Conversion of partnership or limited partnership to limited liability company. (1) (2) (3) (4) (5) A partnership or limited partnership may be converted to a limited liability company pursuant to this section. The terms and conditions of a conversion of a partnership or limited partnership to a limited liability company shall, in the case of a partnership, be approved by all the partners or by a number or percentage specified for conversion in the partnership agreement or, in the case of a limited partnership, by all the partners, notwithstanding any provision to the contrary in the limited partnership agreement. After the conversion is approved under subsection (2) of this section, the partnership or limited partnership shall file articles of organization with the office of the Secretary of State which satisfy the requirements of KRS 275.025 and include: (a) A statement that the partnership or limited partnership was converted to a limited liability company from a partnership or limited partnership, as the case may be; (b) Its former name; (c) In the case of a partnership, a statement of the number of votes cast by the partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion under the partnership agreement; and (d) If the converting partnership has filed a statement of registration as a limited liability partnership in accordance with KRS 362.555, a statement of qualification in accordance with KRS 362.1-931, or a statement of partnership authority, each shall be deemed canceled as of the effective date and time of the articles of organization as determined in accordance with KRS 275.020; and (e) In the case of a limited partnership, the converting limited partnership's certificate of limited partnership shall be deemed canceled as of the effective date and time of the articles of organization as determined in accordance with KRS 275.020. The conversion shall take effect when the articles of organization are filed with the office of the Secretary of State or, as provided in KRS 275.020, at a later date specified in the articles of organization. A partner or, in the case of a limited partnership, a general partner who becomes a member of a limited liability company as a result of a conversion shall remain liable as a partner or general partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect. If the other party to a transaction with the limited liability company reasonably believes when entering the transaction that the member undertaking the transaction is a partner in a partnership or a general partner in a limited partnership, the member shall be liable for an obligation incurred by the limited liability company within ninety (90) days after the conversion takes effect. The partner's or general partner's liability for all other obligations of the limited liability company incurred after the conversion takes effect shall be that of a member as provided in this chapter. A limited partner who becomes a member as a result of a conversion shall remain liable only as a limited partner for an obligation incurred by the limited partnership before the conversion takes effect.",
          "role": "LP-to-LLC instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/10dac4d8af49e5b8f8ae8fc55e76d248fe33bf52f4256c2a7b134d76e3def0db.pdf",
          "source_sha256": "10dac4d8af49e5b8f8ae8fc55e76d248fe33bf52f4256c2a7b134d76e3def0db",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13904"
        },
        {
          "pinpoint": "KRS 362.2-954",
          "quote": "362.2-954 Filings required for conversion -- Effective date. (1) (2) After a plan of conversion of a limited liability company into a limited partnership is approved, a converting limited liability company shall deliver to the Secretary of State for filing a certificate of limited partnership which satisfies the requirements of KRS 362.2-201 and includes: (a) A statement that the limited liability company has been converted into a limited partnership; (b) The name of that limited liability company and its jurisdiction; (c) A statement that the conversion was approved as required by this subchapter; (d) A statement that the conversion was approved as required by the governing statute of the converted limited liability company; and (e) If the converted limited liability company is a foreign limited liability company not authorized to transact business in this Commonwealth, the street and mailing address of an office which the Secretary of State may use for the purposes of KRS 362.2-955(3). A conversion of a limited liability company into a limited partnership becomes effective when the certificate of limited partnership takes effect.",
          "role": "LLC-to-LP instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/08ff29f17c6cab339f73836c8465a4e52fde688b3c6731f35760ed9e60a12046.pdf",
          "source_sha256": "08ff29f17c6cab339f73836c8465a4e52fde688b3c6731f35760ed9e60a12046",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41514"
        },
        {
          "pinpoint": "KRS 386A.7-060",
          "quote": "386A.7-060 Conversion of partnership or limited partnership to statutory trust. (1) (2) (3) (4) (5) (6) (7) (8) (9) An entity other than a corporation governed as to its internal affairs by KRS Chapter 273 or a nonprofit limited liability company may be converted to a statutory trust pursuant to this section. The terms and conditions of a conversion shall be approved: (a) In the case of a partnership or a limited partnership, by all of the partners notwithstanding any provision to the contrary in the partnership agreement; (b) In the case of a limited liability company, by all of the members notwithstanding any provision to the contrary in the operating agreement; and (c) In the case of a corporation, by such action of the board of directors as would be required to approve a merger and, notwithstanding any provision to the contrary in the articles of incorporation, bylaws, or other agreement, all of the shareholders. After the conversion is approved under subsection (2) of this section, the converting organization shall deliver to the Secretary of State for filing a certificate of trust which satisfies the requirements of KRS 386A.2-010 and includes as well: (a) A statement that the converting organization was converted to a statutory trust; (b) The former name of the converting organization; (c) The form of organization of the converting organization prior to the conversion; and (d) A statement that the conversion was approved in accordance with subsection (2) of this section. In the case of a converting partnership that has filed a statement of registration as a limited liability partnership in accordance with KRS 362.555 or a statement of qualification in accordance with KRS 362.1-931, each shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited partnership, the limited partnership's certificate of limited partnership shall be deemed canceled as of the effective date and time of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting limited liability company, its articles of organization shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. In the case of a converting corporation, its articles of incorporation shall be deemed canceled as of the effective time and date of the certificate of trust as determined in accordance with KRS 14A.2-070. The conversion shall take effect when the certificate of trust is filed with the office of the Secretary of State or, as provided in KRS 14A.2-070, at a later date specified in the certificate of trust. A partner or, in the case of a limited partnership, a general partner, who becomes a beneficial owner of a statutory trust as a result of a conversion shall remain liable as a partner or general partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect.",
          "role": "LP-to-trust instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/4d2292ab50c4afb98523505c7bee1acba76f8e2584540e43734c15981f5e619d.pdf",
          "source_sha256": "4d2292ab50c4afb98523505c7bee1acba76f8e2584540e43734c15981f5e619d",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40403"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Route-specific instruments include a certificate or cancellation of limited partnership, articles of organization, or a certificate of trust.",
      "fetch_event_id": null,
      "pinpoint": "KRS 362.1-902(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "362.1-902 Conversion of partnership to limited partnership. (1) (2) (3) (4) (5) (6) A partnership may be converted to a limited partnership pursuant to this section. The terms and conditions of a conversion of a partnership to a limited partnership shall be approved by all of the partners or by a number or percentage specified for conversion in the partnership agreement. After the conversion is approved by the partners, the partnership shall cancel any statement of qualification, statement of partnership authority, or certificate of assumed name filed with the Secretary of State and file a certificate of limited partnership in the jurisdiction in which the limited partnership is to be formed. In addition to all other requirements, the certificate shall include: (a) A statement that the partnership was converted to a limited partnership from a partnership; (b) Its former name; and (c) A statement of the number of votes cast by the partners for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion under the partnership agreement. The conversion takes effect when the certificate of limited partnership is filed or at any later date specified in the certificate. A general partner who becomes a limited partner as a result of the conversion remains liable as a general partner for an obligation incurred by the partnership before the conversion takes effect. If the other party to a transaction with the limited partnership reasonably believes when entering the transaction that the limited partner is a general partner, then the limited partner is liable for an obligation incurred by the limited partnership within ninety (90) days after the conversion takes effect. The limited partner's liability for all other obligations of the limited partnership incurred after the conversion takes effect is that of a limited partner as provided in Subchapter 2 of this chapter. A partnership may be converted to a limited liability company as provided in KRS 275.370.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/1410a01fc69019c14a6623fcaff809aa5328c1e46279d5544d023dfbede9fe14.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "1410a01fc69019c14a6623fcaff809aa5328c1e46279d5544d023dfbede9fe14",
      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=34511",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "For an LLC-to-LP conversion, the LLC's governing statute must authorize it, its jurisdiction must not prohibit it, and the LLC must comply with that statute.",
      "fetch_event_id": null,
      "pinpoint": "KRS 362.2-952(4)(a)-(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "362.2-952 Conversion. (1) (2) (3) (4) (5) Subject to KRS 362.2-960, a partnership may be converted to a limited partnership as provided in KRS 362.1-902. Subject to KRS 362.2-960, a limited partnership may be converted to a partnership as provided in KRS 362.1-903. Subject to KRS 362.2-960, a limited partnership may be converted to a limited liability company as provided in KRS 275.370. A limited liability company may be converted to a limited partnership pursuant to this section and KRS 362.2-953, 362.2-954, and 362.2-955 and a plan of conversion, if: (a) The limited liability companies' governing statute authorizes the conversion; (b) The conversion is not prohibited by the law of the jurisdiction that enacted that governing statute; and (c) The limited liability company complies with its governing statute in effecting the conversion. A plan of conversion of a limited liability company into a limited partnership shall be in a record and shall include: (a) The name of the limited liability company before conversion; (b) The name of the converted limited partnership; (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 limited partnership, and other consideration; and (d) The organizational documents of the converted limited partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/KY/snapshots/c50/KY/266c8b734261ddf1a5597c8fb52ba4b7cfaf37ac87b9dd05c3813e535d911830.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "266c8b734261ddf1a5597c8fb52ba4b7cfaf37ac87b9dd05c3813e535d911830",
      "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41510",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "negative_search_anchor",
      "display": null,
      "fetch_event_id": null,
      "pinpoint": "KRS 362 (partnership and limited partnership acts) chapter index, with KRS chapters 14A, 271B, 275, 362 and 386A searched in full",
      "public_reason": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
      "publish_status": "typed_unknown",
      "quote": null,
      "readiness": "verified_absence",
      "reason_code": "text_not_located_after_search",
      "rendered": "badge",
      "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-5/KY/dae8b1ed8f8454759449e37ce0b09b7aaf41aadc03308a1124fd1e8ede7b757c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dae8b1ed8f8454759449e37ce0b09b7aaf41aadc03308a1124fd1e8ede7b757c",
      "source_url": "https://apps.legislature.ky.gov/law/statutes/chapter.aspx?id=39036",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#KY.lp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "KRS 14A.7-030, reinstatement after administrative dissolution (not a conversion)",
          "quote": "Contain a certificate from the Department of Revenue reciting that all taxes owed by the entity have been paid",
          "role": "responsive_hit_reviewed",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-5/KY/3a1cbe105ead168968301b2f850b3e2045929b8b430858b6aeb37ab950540b9c.pdf",
          "source_sha256": "3a1cbe105ead168968301b2f850b3e2045929b8b430858b6aeb37ab950540b9c",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=52325"
        },
        {
          "pinpoint": "KRS 14A.2-010, filing fee and organization tax accompany any filed document (not a clearance)",
          "quote": "the correct filing fee, the organization tax, and any penalty required by this chapter or other law to be collected by the office of the Secretary of State with the document",
          "role": "responsive_hit_reviewed",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-5/KY/6d5735f854157d45e6feae1071b4db3c9d903c3ed1d8190c5eeac813a44aa01f.pdf",
          "source_sha256": "6d5735f854157d45e6feae1071b4db3c9d903c3ed1d8190c5eeac813a44aa01f",
          "source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=44315"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "negative_search_anchor",
      "display": null,
      "fetch_event_id": null,
      "pinpoint": "KRS 362 (partnership and limited partnership acts) chapter index, with KRS chapters 14A, 271B, 275, 362 and 386A searched in full",
      "public_reason": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
      "publish_status": "typed_unknown",
      "quote": null,
      "readiness": "verified_absence",
      "reason_code": "text_not_located_after_search",
      "rendered": "badge",
      "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-5/KY/dae8b1ed8f8454759449e37ce0b09b7aaf41aadc03308a1124fd1e8ede7b757c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dae8b1ed8f8454759449e37ce0b09b7aaf41aadc03308a1124fd1e8ede7b757c",
      "source_url": "https://apps.legislature.ky.gov/law/statutes/chapter.aspx?id=39036",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-921",
          "quote": "In the case of a domestication of a domestic business corporation in a foreign jurisdiction, all of the following shall apply: (1) The plan of domestication must be adopted by the board of directors. (2) After adopting the plan of domestication, the board of directors must submit the plan to the shareholders for their approval. The board of directors must also transmit to the shareholders a recommendation that the shareholders approve the plan, unless the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation or R.S. 12:1-826 applies. If either the board of director makes such a determination or R.S. 12:1-826 applies, the board of directors must transmit to the shareholders the basis for so proceeding. (3) The board of directors may condition its submission of the plan of domestication to the shareholders on any basis. (4) If the approval of the shareholders is to be given at a meeting, the corporation must notify each shareholder, whether or not entitled to vote, of the meeting of shareholders at which the plan of domestication is to be submitted for approval. The notice must state that the purpose, or one of the purposes, of the meeting is to consider the plan and must contain or be accompanied by a copy or summary of the plan. The notice shall include or be accompanied by a copy of the articles of incorporation as they will be in effect immediately after the domestication. (5) Unless the articles of incorporation, or the board of directors acting pursuant to Paragraph (3) of this Section, requires a greater vote, approval of the plan of domestication requires the approval of at least a majority of the votes entitled to be cast on the plan, and, if any class or series of shares is entitled to vote as a separate group on the plan, the approval of each such separate voting group by at least a majority of the votes entitled to be cast on the domestication by that voting group. (6) Subject to Paragraph (7) of this Section, separate voting by voting groups is required by each class or series of shares that are any of the following: (a) To be reclassified under the plan of domestication into other securities, obligations, rights to acquire shares or other securities, or into cash, other property, or any combination of the foregoing. (b) Entitled to vote as a separate group on a provision of the plan that, if contained in a proposed amendment to articles of incorporation, would require action by separate voting groups under R.S. 12: 1-1004. (c) Entitled under the articles of incorporation to vote as a voting group to approve an amendment of the articles. (7) The articles of incorporation may expressly limit or eliminate the separate voting rights provided for in Subparagraph (6)(a) of this Section. (8) If any provision of the articles of incorporation, bylaws or an agreement to which any of the directors or shareholders are parties, adopted or entered into before January 1, 2015, applies to a merger of the corporation and that document does not refer to a domestication of the corporation, the provision shall be deemed to apply to a domestication of the corporation until such time as the provision is amended subsequent to that date.",
          "role": "domestication_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/489d4f7d611c4a0620188b0545bc6001d01384ac381562a50b7284182e2dab35.html",
          "source_sha256": "489d4f7d611c4a0620188b0545bc6001d01384ac381562a50b7284182e2dab35",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920353"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The board adopts and submits the plan; conversion requires a majority of each class or series voting separately, while domestication ordinarily requires a majority of votes entitled to be cast and any required separate group.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-952",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "In the case of an entity conversion of a domestic business corporation to a domestic or foreign unincorporated entity, all of the following shall apply: (1) The plan of entity conversion must be adopted by the board of directors. (2) After adopting the plan of entity conversion, the board of directors must submit the plan to the shareholders for their approval. The board of directors must also transmit to the shareholders a recommendation that the shareholders approve the plan, unless the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation or R.S. 12:1-826 applies. If the board of directors makes such a determination or R.S. 12:1-826 applies, the board must transmit to the shareholders the basis for so proceeding. (3) The board of directors may condition its submission of the plan of entity conversion to the shareholders on any basis. (4) If the approval of the shareholders is to be given at a meeting, the corporation must notify each shareholder, whether or not entitled to vote, of the meeting of shareholders at which the plan of entity conversion is to be submitted for approval. The notice must state that the purpose, or one of the purposes, of the meeting is to consider the plan and must contain or be accompanied by a copy or summary of the plan. The notice shall include or be accompanied by a copy of the organic documents as they will be in effect immediately after the entity conversion. (5) Unless the articles of incorporation, or the board of directors acting pursuant to Paragraph (3) of this Section, requires a greater vote, approval of the plan of entity conversion requires the approval of each class or series of shares of the corporation voting as a separate voting group by at least a majority of the votes entitled to be cast on the conversion by that voting group. (6) If any provision of the articles of incorporation, bylaws, or an agreement to which any of the directors or shareholders are parties, adopted, or entered into before January 1, 2015, applies to a merger of the corporation, other than a provision that limits or eliminates voting or appraisal rights, and the document does not refer to an entity conversion of the corporation, the provision shall be deemed to apply to an entity conversion of the corporation until such time as the provision is subsequently amended. (7) If as a result of the conversion one or more shareholders of the corporation would become subject to owner liability for the debts, obligations, or liabilities of any other person or entity, approval of the plan of conversion shall require the signing, by each such shareholder, of a separate written consent to become subject to such owner liability.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/840520673b8ee1bbce051eb4cb92d375468d698d47690644ae3d2205b2159bc1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "840520673b8ee1bbce051eb4cb92d375468d698d47690644ae3d2205b2159bc1",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920374",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-924",
          "quote": "A. When a domestication becomes effective, all of the following shall apply: (1) The title to all real and personal property, both tangible and intangible, of the corporation remains in the corporation without any transfer, assignment, reversion, or impairment. (2) The liabilities of the corporation remain the liabilities of the corporation. (3) An action or proceeding pending against the corporation continues against the corporation as if the domestication had not occurred, (4) The articles of domestication, or the articles of incorporation attached to the articles of domestication, constitute the articles of incorporation of a foreign corporation domesticating in this state, (5) The shares of the corporation are reclassified into shares, other securities, obligations, rights to acquire shares or other securities, or into cash or other property in accordance with the terms of the domestication, and the shareholders are entitled only to the rights provided by those terms and to any appraisal rights they may have under the organic law of the domesticating corporation, (6) The corporation is deemed to be all of the following: (a) Incorporated under and subject to the organic law of the domesticated corporation for all purposes. (b) The same corporation without interruption as the domesticating corporation. (c) Incorporated on the date the domesticating corporation was originally incorporated.",
          "role": "domestication_effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/118563699173a5332814ff954c1587c2e5264ce07655d1accf1556254b6672f7.html",
          "source_sha256": "118563699173a5332814ff954c1587c2e5264ce07655d1accf1556254b6672f7",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920357"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Entity conversion and domestication preserve the corporation's property, liabilities, pending proceedings, governing documents, and uninterrupted identity.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-955",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. When a conversion under this Subpart becomes effective, all of the following shall apply: (1) The title to all real and personal property, both tangible and intangible, of the converting entity remains in the surviving entity without transfer, assignment, reversion or impairment. (2) The liabilities of the converting entity remain the liabilities of the surviving entity. (3) A pending action or proceeding by or against the converting entity continues by or against the surviving entity as if the conversion had not occurred without any need for substitution of parties. (4) The provisions included in or attached to the articles of entity conversion in accordance with R.S. 12:1-953(B)(3) become effective as the articles of incorporation, articles of organization, initial report, registered contract of partnership, or registered application for registry of a registered limited liability partnership, as appropriate for the surviving entity. (5) In the case of a surviving entity that is a nonfiling entity, its private organic document becomes effective. (6) The shares or interests of the converting entity are reclassified into shares, interests, other securities, obligations, rights to acquire shares, interests, or other securities, or into cash or other property in accordance with the plan of conversion; and the shareholders or interest holders of the converting entity are entitled only to the rights provided to them under the terms of the conversion and to any appraisal rights they may have under the organic law of the converting entity. (7) The surviving entity is deemed to be all of the following: (a) Incorporated or organized under and subject to the organic law of the surviving entity for all purposes. (b) The same corporation or unincorporated entity without interruption as the converting entity. (c) Incorporated or otherwise organized on the date that the converting entity was originally incorporated or organized.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/675625de4d934350c5d259e3514e46a084d8bcfd8a46c91ebe51b607785f9237.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "675625de4d934350c5d259e3514e46a084d8bcfd8a46c91ebe51b607785f9237",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920377",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.corp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-951",
          "quote": "A. A plan of entity conversion must include all of the following: (1) A statement of the type of entity the surviving entity will be and, if it will be a foreign entity, its jurisdiction of organization. (2) The terms and conditions of the conversion. (3) If the converting entity is a domestic business corporation, the manner and basis of converting the shares of the corporation following its conversion into interests or other securities, obligations, rights to acquire interests or other securities, or into cash, other property, or any combination of the foregoing. (4) If the converting entity is an unincorporated entity, the manner and basis of converting the interests in the entity into shares, interests, or other securities, obligations, rights to acquire shares, interests, or other securities, or into cash, other property, or any combination of the foregoing. (5) The full text, as they will be in effect immediately after consummation of the conversion, of the organic documents of the surviving entity.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/6f0c09deb6011870da702e02e3227face741ffda8c92f058ec18a97c6092cff5.html",
          "source_sha256": "6f0c09deb6011870da702e02e3227face741ffda8c92f058ec18a97c6092cff5",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920373"
        },
        {
          "pinpoint": "La. R.S. 12:1-953",
          "quote": "B. After the conversion of a domestic unincorporated entity to a domestic business corporation or to another form of domestic unincorporated entity has been adopted and approved as required by the organic law of the converting entity, articles of entity conversion shall be signed on behalf of the converting entity by an officer or other duly authorized partner, member, manager or other representative. The articles shall do all of the following: (1) Set forth the name of the converting entity immediately before the filing of the articles of entity conversion and the name to which the name of the converting entity is to be changed, which shall be a name that satisfies the requirements of the organic law of the surviving entity. (2) Set forth a statement that the plan of entity conversion was duly approved in accordance with the organic law of the converting entity. (3) Satisfy one of the following requirements concerning the provisions required by law to be included in the organic document of the surviving entity and, if required, in its initial report, do either of the following: (a) If the surviving entity is a domestic business corporation, the articles of entity conversion shall either contain all of the provisions that R.S. 12:1-202(A) requires to be set forth in articles of incorporation and any other desired provisions that R.S. 12:1-202(B) permits to be included in articles of incorporation, or have attached articles of incorporation; except that, in either case, provisions that would not be required to be included in restated articles of incorporation of a domestic business corporation may be omitted. (b) If the surviving entity is a domestic filing entity, either contain all of the provisions required to be set forth in its public organic document and any other desired provisions that are permitted, or have attached such a public organic document; except that, in either case, provisions that would not be required to be included in a restated public organic document may be omitted. C. After the conversion of a foreign unincorporated entity to a domestic business corporation has been authorized as required by the laws of the foreign jurisdiction, articles of entity conversion shall be signed on behalf of the foreign unincorporated entity by any officer or other duly authorized representative. The articles shall do all of the following: (1) Set forth the name of the unincorporated entity immediately before the filing of the articles of entity conversion and the name to which the name of the unincorporated entity is to be changed, which shall be a name that satisfies the requirements of R.S. 12:1-401. (2) Set forth the jurisdiction under the laws of which the unincorporated entity was organized immediately before the filing of the articles of entity conversion and the date on which the unincorporated entity was organized in that jurisdiction. (3) Set forth a statement that the conversion of the unincorporated entity was duly approved in the manner required by its organic law. (4) Either contain all of the provisions that R.S. 12:1-202(A) requires to be set forth in articles of incorporation and any other desired provisions that R.S. 12:1-202(B) permits to be included in articles of incorporation, or have attached articles of incorporation; except that, in either case, provisions that would not be required to be included in restated articles of incorporation of a domestic business corporation may be omitted. D. The articles of entity conversion shall be delivered to the secretary of state for filing, and shall take effect at the effective time provided in R.S. 12:1-123. Articles of entity conversion under Subsection A or B of this Section may be combined with any required conversion filing under the organic law of the domestic unincorporated entity if the combined filing satisfies the requirements of both this Section and the other organic law.",
          "role": "filing_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae.html",
          "source_sha256": "41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A domestic unincorporated entity may convert into a Louisiana business corporation; a foreign unincorporated entity may do so only if its organic law authorizes the move.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-950",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "C. A domestic unincorporated entity may become a domestic business corporation or another form of domestic unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity. D. A foreign unincorporated entity may become a domestic business corporation if the organic law of the foreign unincorporated entity authorizes it to become a corporation in another jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-951",
          "quote": "A. A plan of entity conversion must include all of the following: (1) A statement of the type of entity the surviving entity will be and, if it will be a foreign entity, its jurisdiction of organization. (2) The terms and conditions of the conversion. (3) If the converting entity is a domestic business corporation, the manner and basis of converting the shares of the corporation following its conversion into interests or other securities, obligations, rights to acquire interests or other securities, or into cash, other property, or any combination of the foregoing. (4) If the converting entity is an unincorporated entity, the manner and basis of converting the interests in the entity into shares, interests, or other securities, obligations, rights to acquire shares, interests, or other securities, or into cash, other property, or any combination of the foregoing. (5) The full text, as they will be in effect immediately after consummation of the conversion, of the organic documents of the surviving entity.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/6f0c09deb6011870da702e02e3227face741ffda8c92f058ec18a97c6092cff5.html",
          "source_sha256": "6f0c09deb6011870da702e02e3227face741ffda8c92f058ec18a97c6092cff5",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920373"
        },
        {
          "pinpoint": "La. R.S. 12:1-952",
          "quote": "In the case of an entity conversion of a domestic business corporation to a domestic or foreign unincorporated entity, all of the following shall apply: (1) The plan of entity conversion must be adopted by the board of directors. (2) After adopting the plan of entity conversion, the board of directors must submit the plan to the shareholders for their approval. The board of directors must also transmit to the shareholders a recommendation that the shareholders approve the plan, unless the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation or R.S. 12:1-826 applies. If the board of directors makes such a determination or R.S. 12:1-826 applies, the board must transmit to the shareholders the basis for so proceeding. (3) The board of directors may condition its submission of the plan of entity conversion to the shareholders on any basis. (4) If the approval of the shareholders is to be given at a meeting, the corporation must notify each shareholder, whether or not entitled to vote, of the meeting of shareholders at which the plan of entity conversion is to be submitted for approval. The notice must state that the purpose, or one of the purposes, of the meeting is to consider the plan and must contain or be accompanied by a copy or summary of the plan. The notice shall include or be accompanied by a copy of the organic documents as they will be in effect immediately after the entity conversion. (5) Unless the articles of incorporation, or the board of directors acting pursuant to Paragraph (3) of this Section, requires a greater vote, approval of the plan of entity conversion requires the approval of each class or series of shares of the corporation voting as a separate voting group by at least a majority of the votes entitled to be cast on the conversion by that voting group. (6) If any provision of the articles of incorporation, bylaws, or an agreement to which any of the directors or shareholders are parties, adopted, or entered into before January 1, 2015, applies to a merger of the corporation, other than a provision that limits or eliminates voting or appraisal rights, and the document does not refer to an entity conversion of the corporation, the provision shall be deemed to apply to an entity conversion of the corporation until such time as the provision is subsequently amended. (7) If as a result of the conversion one or more shareholders of the corporation would become subject to owner liability for the debts, obligations, or liabilities of any other person or entity, approval of the plan of conversion shall require the signing, by each such shareholder, of a separate written consent to become subject to such owner liability.",
          "role": "approval_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/840520673b8ee1bbce051eb4cb92d375468d698d47690644ae3d2205b2159bc1.html",
          "source_sha256": "840520673b8ee1bbce051eb4cb92d375468d698d47690644ae3d2205b2159bc1",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920374"
        },
        {
          "pinpoint": "La. R.S. 12:1-953",
          "quote": "A. After the conversion of a domestic business corporation to a domestic unincorporated entity has been adopted and approved as required by this Subpart, articles of entity conversion shall be signed on behalf of the corporation by any officer or other duly authorized representative. The articles shall do all of the following: (1) Set forth the name of the corporation immediately before the filing of the articles of entity conversion and the name to which the name of the corporation is to be changed, which shall be a name that satisfies the organic law of the surviving entity. (2) State the type of unincorporated entity that the surviving entity will be. (3) Set forth a statement that the plan of entity conversion was duly approved by the shareholders in the manner required by this Subpart and the articles of incorporation. (4) If the surviving entity is a filing entity, either contain all of the provisions required to be set forth in its public organic document and any other desired provisions that are permitted, or have attached such a public organic document; except that, in either case, provisions that would not be required to be included in a restated public organic document may be omitted.",
          "role": "articles_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae.html",
          "source_sha256": "41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375"
        },
        {
          "pinpoint": "La. R.S. 12:1-953",
          "quote": "D. The articles of entity conversion shall be delivered to the secretary of state for filing, and shall take effect at the effective time provided in R.S. 12:1-123. Articles of entity conversion under Subsection A or B of this Section may be combined with any required conversion filing under the organic law of the domestic unincorporated entity if the combined filing satisfies the requirements of both this Section and the other organic law.",
          "role": "articles_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae.html",
          "source_sha256": "41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375"
        },
        {
          "pinpoint": "La. R.S. 12:1-954",
          "quote": "A. Whenever a domestic business corporation has adopted and approved, in the manner required by this Subpart, a plan of entity conversion providing for the corporation to be converted to a foreign unincorporated entity, articles of charter surrender shall be signed on behalf of the corporation by any officer or other duly authorized representative. The articles of charter surrender shall set forth all of the following: (1) The name of the corporation. (2) A statement that the articles of charter surrender are being filed in connection with the conversion of the corporation to a foreign unincorporated entity. (3) A statement that the conversion was duly approved by the shareholders in the manner required by this Subpart and the articles of incorporation. (4) The jurisdiction under the laws of which the surviving entity will be organized. (5) If the surviving entity will be a nonfiling entity, the address of its executive office immediately after the conversion. B. The articles of charter surrender shall be delivered by the corporation to the secretary of state for filing. The articles of charter surrender shall take effect on the effective time provided in R.S. 12:1-123.",
          "role": "foreign_charter_surrender",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/31a6135b48cbad27089c113ea89155cbf591e294190d839273f5c81f892bfd61.html",
          "source_sha256": "31a6135b48cbad27089c113ea89155cbf591e294190d839273f5c81f892bfd61",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920376"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A domestic Louisiana business corporation may convert to a domestic unincorporated entity, or to a foreign unincorporated entity if the destination law permits.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-950",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion. B. A domestic business corporation may become a foreign unincorporated entity if the entity conversion is permitted by the laws of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
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      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-922",
          "quote": "A. After the domestication of a foreign business corporation has been authorized as required by the laws of the foreign jurisdiction, articles of domestication shall be signed by any officer or other duly authorized representative. The articles shall set forth all of the following: (1) The name of the corporation immediately before the filing of the articles of domestication and, if that name is unavailable for use in this state or the corporation desires to change its name in connection with the domestication, a name that satisfies the requirements of R.S. 12:1-401. (2) The jurisdiction of incorporation of the corporation immediately before the filing of the articles of domestication and the date the corporation was incorporated in that jurisdiction. (3) A statement that the domestication of the corporation in this state was duly authorized as required by the laws of the jurisdiction in which the corporation was incorporated immediately before its domestication in this state. B. The articles of domestication shall either contain all of the provisions that R.S. 12:1-202(A) requires to be set forth in articles of incorporation and any other desired provisions that R.S. 12:1-202(B) permits to be included in articles of incorporation, or shall have attached articles of incorporation. In either case, provisions that would not be required to be included in restated articles of incorporation may be omitted. C. The articles of domestication shall be delivered to the secretary of state for filing, and shall take effect at the effective time provided in R.S. 12:1-123. D. If the foreign corporation is authorized to transact business in this state under Chapter 3 of Title 12, its certificate of authority shall be cancelled automatically on the effective date of its domestication. E. Within thirty days after the date that articles of domestication take effect, a duplicate original or certified copy of the articles shall be filed in the conveyance records of each parish in this state in which the corporation owns immovable property.",
          "role": "articles_and_filing_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/e51d3740bd4c89692bd18237ba8f11e52da75e6d25d357cf494a701ddce640cd.html",
          "source_sha256": "e51d3740bd4c89692bd18237ba8f11e52da75e6d25d357cf494a701ddce640cd",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920354"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A foreign business corporation may domesticate into Louisiana only if its organic law permits and it files compliant articles of domestication.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-920",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A foreign business corporation may become a domestic business corporation only if the domestication is permitted by the organic law of the foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/4d19b16b32806efbb03d36339da3026186a927c3cba6ce5c7035bae0a8a87baa.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4d19b16b32806efbb03d36339da3026186a927c3cba6ce5c7035bae0a8a87baa",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920352",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-920",
          "quote": "C. The plan of domestication must include all of the following: (1) A statement of the jurisdiction in which the corporation is to be domesticated. (2) The terms and conditions of the domestication. (3) The manner and basis of reclassifying the shares of the corporation following its domestication into shares or other securities, obligations, rights to acquire shares or other securities, or into cash, other property, or any combination of the foregoing. (4) Any desired amendments to the articles of incorporation of the corporation following its domestication. D. The plan of domestication may also include a provision that the plan may be amended prior to filing the document required by the laws of this state or the other jurisdiction to consummate the domestication, except that subsequent to approval of the plan by the shareholders the plan may not be amended to change any of the following: (1) The amount or kind of shares or other securities, obligations, rights to acquire shares or other securities, or the cash or other property to be received by the shareholders under the plan. (2) The articles of incorporation as they will be in effect immediately following the domestication, except for changes permitted by R.S. 12:1-1005 or by comparable provisions of the laws of the other jurisdiction. (3) Any of the other terms or conditions of the plan if the change would adversely affect any of the shareholders in any material respect. E. Terms of a plan of domestication may be made dependent upon facts objectively ascertainable outside the plan in accordance with R.S. 12:1-120(L).",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/4d19b16b32806efbb03d36339da3026186a927c3cba6ce5c7035bae0a8a87baa.html",
          "source_sha256": "4d19b16b32806efbb03d36339da3026186a927c3cba6ce5c7035bae0a8a87baa",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920352"
        },
        {
          "pinpoint": "La. R.S. 12:1-921",
          "quote": "In the case of a domestication of a domestic business corporation in a foreign jurisdiction, all of the following shall apply: (1) The plan of domestication must be adopted by the board of directors. (2) After adopting the plan of domestication, the board of directors must submit the plan to the shareholders for their approval. The board of directors must also transmit to the shareholders a recommendation that the shareholders approve the plan, unless the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation or R.S. 12:1-826 applies. If either the board of director makes such a determination or R.S. 12:1-826 applies, the board of directors must transmit to the shareholders the basis for so proceeding. (3) The board of directors may condition its submission of the plan of domestication to the shareholders on any basis. (4) If the approval of the shareholders is to be given at a meeting, the corporation must notify each shareholder, whether or not entitled to vote, of the meeting of shareholders at which the plan of domestication is to be submitted for approval. The notice must state that the purpose, or one of the purposes, of the meeting is to consider the plan and must contain or be accompanied by a copy or summary of the plan. The notice shall include or be accompanied by a copy of the articles of incorporation as they will be in effect immediately after the domestication. (5) Unless the articles of incorporation, or the board of directors acting pursuant to Paragraph (3) of this Section, requires a greater vote, approval of the plan of domestication requires the approval of at least a majority of the votes entitled to be cast on the plan, and, if any class or series of shares is entitled to vote as a separate group on the plan, the approval of each such separate voting group by at least a majority of the votes entitled to be cast on the domestication by that voting group. (6) Subject to Paragraph (7) of this Section, separate voting by voting groups is required by each class or series of shares that are any of the following: (a) To be reclassified under the plan of domestication into other securities, obligations, rights to acquire shares or other securities, or into cash, other property, or any combination of the foregoing. (b) Entitled to vote as a separate group on a provision of the plan that, if contained in a proposed amendment to articles of incorporation, would require action by separate voting groups under R.S. 12: 1-1004. (c) Entitled under the articles of incorporation to vote as a voting group to approve an amendment of the articles. (7) The articles of incorporation may expressly limit or eliminate the separate voting rights provided for in Subparagraph (6)(a) of this Section. (8) If any provision of the articles of incorporation, bylaws or an agreement to which any of the directors or shareholders are parties, adopted or entered into before January 1, 2015, applies to a merger of the corporation and that document does not refer to a domestication of the corporation, the provision shall be deemed to apply to a domestication of the corporation until such time as the provision is amended subsequent to that date.",
          "role": "approval_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/489d4f7d611c4a0620188b0545bc6001d01384ac381562a50b7284182e2dab35.html",
          "source_sha256": "489d4f7d611c4a0620188b0545bc6001d01384ac381562a50b7284182e2dab35",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920353"
        },
        {
          "pinpoint": "La. R.S. 12:1-923",
          "quote": "A. Whenever a domestic business corporation has adopted and approved, in the manner required by this Subpart, a plan of domestication providing for the corporation to be domesticated in a foreign jurisdiction, articles of charter surrender shall be signed on behalf of the corporation by any officer or other duly authorized representative. The articles of charter surrender shall set forth all of the following: (1) The name of the corporation. (2) A statement that the articles of charter surrender are being filed in connection with the domestication of the corporation in a foreign jurisdiction. (3) A statement that the domestication was duly approved by the shareholders and, if voting by any separate voting group was required, by each such separate voting group, in the manner required by this Subpart and the articles of incorporation. (4) The corporation's new jurisdiction of incorporation. B. The articles of charter surrender shall be delivered by the corporation to the secretary of state for filing. The articles of charter surrender shall take effect at the effective time provided in R.S. 12:1-123.",
          "role": "charter_surrender",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/85f236845d0c3371f37c6e1e2d2addffd0eab6eaf1c5e9630ee0b3510d63f9ae.html",
          "source_sha256": "85f236845d0c3371f37c6e1e2d2addffd0eab6eaf1c5e9630ee0b3510d63f9ae",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920355"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A domestic Louisiana business corporation may domesticate in a foreign jurisdiction only if that jurisdiction permits it and the corporation adopts, approves, and files the required plan and charter surrender.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-920",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "B. A domestic business corporation may become a foreign business corporation if the domestication is permitted by the laws of the foreign jurisdiction. Regardless of whether the laws of the foreign jurisdiction require the adoption of a plan of domestication, the domestication shall be approved by the adoption by the corporation of a plan of domestication in the manner provided in this Subpart.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/4d19b16b32806efbb03d36339da3026186a927c3cba6ce5c7035bae0a8a87baa.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4d19b16b32806efbb03d36339da3026186a927c3cba6ce5c7035bae0a8a87baa",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920352",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-950",
          "quote": "C. A domestic unincorporated entity may become a domestic business corporation or another form of domestic unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity. D. A foreign unincorporated entity may become a domestic business corporation if the organic law of the foreign unincorporated entity authorizes it to become a corporation in another jurisdiction.",
          "role": "conversion_authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
          "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Domestic and foreign unincorporated entities of the listed types may convert into a Louisiana business corporation, subject to the foreign entity's organic law.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-140",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(24B) \"Unincorporated entity\" means an organization or juridical person that has a separate juridical personality and that is not any of the following: a domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, a foreign government, or any agency or subdivision of a foreign government. In addition, the term includes a general partnership, limited liability company, limited partnership, partnership in commendam, registered limited liability partnership, business trust, joint stock association, and unincorporated nonprofit association, regardless of whether any of those included forms of organization is treated as a juridical person under the relevant organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920192",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-950",
          "quote": "A. A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion. B. A domestic business corporation may become a foreign unincorporated entity if the entity conversion is permitted by the laws of the foreign jurisdiction.",
          "role": "conversion_authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
          "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A domestic Louisiana business corporation may convert into the listed domestic or foreign unincorporated entity types, subject to foreign destination law.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-140",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(24B) \"Unincorporated entity\" means an organization or juridical person that has a separate juridical personality and that is not any of the following: a domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, a foreign government, or any agency or subdivision of a foreign government. In addition, the term includes a general partnership, limited liability company, limited partnership, partnership in commendam, registered limited liability partnership, business trust, joint stock association, and unincorporated nonprofit association, regardless of whether any of those included forms of organization is treated as a juridical person under the relevant organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920192",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.corp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 49:222",
          "quote": "(d) Twenty dollars for filing any other document or issuing and sealing any other certificate required or permitted by the Business Corporation Act, R.S. 12:1-101 et seq., or the Limited Liability Company Law, R.S. 12:1301 et seq.",
          "role": "other_business_corporation_act_filing_fee",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/40feafcb71b7fc16be420d19f13d5d2844d0db3904911dab72a5586695494c7e.html",
          "source_sha256": "40feafcb71b7fc16be420d19f13d5d2844d0db3904911dab72a5586695494c7e",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=103670"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Corporation transaction filing-fee locators are La. R.S. 49:222(B)(1)(b) and (d); amounts are not reproduced here.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 49:222",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Seventy-five dollars for filing and recording corporation articles of incorporation, articles of amendment, articles of restatement, articles of domestication, articles of charter surrender, articles of nonprofit conversion, articles of nonprofit domestication and conversion, articles of dissolution, articles of revocation of dissolution, articles of reinstatement, articles of merger or share exchange, abandonment proceedings, simplified articles of termination, and articles of correction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/40feafcb71b7fc16be420d19f13d5d2844d0db3904911dab72a5586695494c7e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "40feafcb71b7fc16be420d19f13d5d2844d0db3904911dab72a5586695494c7e",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=103670",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-953",
          "quote": "D. The articles of entity conversion shall be delivered to the secretary of state for filing, and shall take effect at the effective time provided in R.S. 12:1-123. Articles of entity conversion under Subsection A or B of this Section may be combined with any required conversion filing under the organic law of the domestic unincorporated entity if the combined filing satisfies the requirements of both this Section and the other organic law.",
          "role": "articles_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae.html",
          "source_sha256": "41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375"
        },
        {
          "pinpoint": "La. R.S. 12:1-954",
          "quote": "A. Whenever a domestic business corporation has adopted and approved, in the manner required by this Subpart, a plan of entity conversion providing for the corporation to be converted to a foreign unincorporated entity, articles of charter surrender shall be signed on behalf of the corporation by any officer or other duly authorized representative. The articles of charter surrender shall set forth all of the following: (1) The name of the corporation. (2) A statement that the articles of charter surrender are being filed in connection with the conversion of the corporation to a foreign unincorporated entity. (3) A statement that the conversion was duly approved by the shareholders in the manner required by this Subpart and the articles of incorporation. (4) The jurisdiction under the laws of which the surviving entity will be organized. (5) If the surviving entity will be a nonfiling entity, the address of its executive office immediately after the conversion. B. The articles of charter surrender shall be delivered by the corporation to the secretary of state for filing. The articles of charter surrender shall take effect on the effective time provided in R.S. 12:1-123.",
          "role": "foreign_conversion_charter_surrender",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/31a6135b48cbad27089c113ea89155cbf591e294190d839273f5c81f892bfd61.html",
          "source_sha256": "31a6135b48cbad27089c113ea89155cbf591e294190d839273f5c81f892bfd61",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920376"
        },
        {
          "pinpoint": "La. R.S. 12:1-922",
          "quote": "A. After the domestication of a foreign business corporation has been authorized as required by the laws of the foreign jurisdiction, articles of domestication shall be signed by any officer or other duly authorized representative. The articles shall set forth all of the following: (1) The name of the corporation immediately before the filing of the articles of domestication and, if that name is unavailable for use in this state or the corporation desires to change its name in connection with the domestication, a name that satisfies the requirements of R.S. 12:1-401. (2) The jurisdiction of incorporation of the corporation immediately before the filing of the articles of domestication and the date the corporation was incorporated in that jurisdiction. (3) A statement that the domestication of the corporation in this state was duly authorized as required by the laws of the jurisdiction in which the corporation was incorporated immediately before its domestication in this state. B. The articles of domestication shall either contain all of the provisions that R.S. 12:1-202(A) requires to be set forth in articles of incorporation and any other desired provisions that R.S. 12:1-202(B) permits to be included in articles of incorporation, or shall have attached articles of incorporation. In either case, provisions that would not be required to be included in restated articles of incorporation may be omitted. C. The articles of domestication shall be delivered to the secretary of state for filing, and shall take effect at the effective time provided in R.S. 12:1-123. D. If the foreign corporation is authorized to transact business in this state under Chapter 3 of Title 12, its certificate of authority shall be cancelled automatically on the effective date of its domestication. E. Within thirty days after the date that articles of domestication take effect, a duplicate original or certified copy of the articles shall be filed in the conveyance records of each parish in this state in which the corporation owns immovable property.",
          "role": "inbound_domestication_articles",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/e51d3740bd4c89692bd18237ba8f11e52da75e6d25d357cf494a701ddce640cd.html",
          "source_sha256": "e51d3740bd4c89692bd18237ba8f11e52da75e6d25d357cf494a701ddce640cd",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920354"
        },
        {
          "pinpoint": "La. R.S. 12:1-923",
          "quote": "A. Whenever a domestic business corporation has adopted and approved, in the manner required by this Subpart, a plan of domestication providing for the corporation to be domesticated in a foreign jurisdiction, articles of charter surrender shall be signed on behalf of the corporation by any officer or other duly authorized representative. The articles of charter surrender shall set forth all of the following: (1) The name of the corporation. (2) A statement that the articles of charter surrender are being filed in connection with the domestication of the corporation in a foreign jurisdiction. (3) A statement that the domestication was duly approved by the shareholders and, if voting by any separate voting group was required, by each such separate voting group, in the manner required by this Subpart and the articles of incorporation. (4) The corporation's new jurisdiction of incorporation. B. The articles of charter surrender shall be delivered by the corporation to the secretary of state for filing. The articles of charter surrender shall take effect at the effective time provided in R.S. 12:1-123.",
          "role": "outbound_domestication_charter_surrender",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/85f236845d0c3371f37c6e1e2d2addffd0eab6eaf1c5e9630ee0b3510d63f9ae.html",
          "source_sha256": "85f236845d0c3371f37c6e1e2d2addffd0eab6eaf1c5e9630ee0b3510d63f9ae",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920355"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Louisiana uses plans and articles for corporation conversion and domestication, with articles of charter surrender for an outbound domestication or conversion to a foreign unincorporated entity.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-953",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. After the conversion of a domestic business corporation to a domestic unincorporated entity has been adopted and approved as required by this Subpart, articles of entity conversion shall be signed on behalf of the corporation by any officer or other duly authorized representative. The articles shall do all of the following: (1) Set forth the name of the corporation immediately before the filing of the articles of entity conversion and the name to which the name of the corporation is to be changed, which shall be a name that satisfies the organic law of the surviving entity. (2) State the type of unincorporated entity that the surviving entity will be. (3) Set forth a statement that the plan of entity conversion was duly approved by the shareholders in the manner required by this Subpart and the articles of incorporation. (4) If the surviving entity is a filing entity, either contain all of the provisions required to be set forth in its public organic document and any other desired provisions that are permitted, or have attached such a public organic document; except that, in either case, provisions that would not be required to be included in a restated public organic document may be omitted.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-950",
          "quote": "B. A domestic business corporation may become a foreign unincorporated entity if the entity conversion is permitted by the laws of the foreign jurisdiction.",
          "role": "outbound_conversion_foreign_law_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
          "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372"
        },
        {
          "pinpoint": "La. R.S. 12:1-950",
          "quote": "D. A foreign unincorporated entity may become a domestic business corporation if the organic law of the foreign unincorporated entity authorizes it to become a corporation in another jurisdiction.",
          "role": "inbound_conversion_foreign_law_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
          "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A corporation's cross-jurisdiction domestication or conversion requires authorization under the applicable foreign jurisdiction's law or the foreign entity's organic law.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-920",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A foreign business corporation may become a domestic business corporation only if the domestication is permitted by the organic law of the foreign corporation. B. A domestic business corporation may become a foreign business corporation if the domestication is permitted by the laws of the foreign jurisdiction. Regardless of whether the laws of the foreign jurisdiction require the adoption of a plan of domestication, the domestication shall be approved by the adoption by the corporation of a plan of domestication in the manner provided in this Subpart.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/4d19b16b32806efbb03d36339da3026186a927c3cba6ce5c7035bae0a8a87baa.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4d19b16b32806efbb03d36339da3026186a927c3cba6ce5c7035bae0a8a87baa",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920352",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Louisiana uses the term “domestication” for a business corporation's same-type jurisdictional move.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-920",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "SUBPART B. DOMESTICATION",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/4d19b16b32806efbb03d36339da3026186a927c3cba6ce5c7035bae0a8a87baa.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4d19b16b32806efbb03d36339da3026186a927c3cba6ce5c7035bae0a8a87baa",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920352",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.corp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-955",
          "quote": "E. The provisions of R.S. 12:1603 and 12:1604, concerning tax filing requirements and professional licenses, apply in either of the following cases of an entity conversion: (1) By a domestic business corporation to a domestic unincorporated entity. (2) By a domestic unincorporated entity to a domestic business corporation or to another form of domestic unincorporated entity.",
          "role": "conversion_tax_rule_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/675625de4d934350c5d259e3514e46a084d8bcfd8a46c91ebe51b607785f9237.html",
          "source_sha256": "675625de4d934350c5d259e3514e46a084d8bcfd8a46c91ebe51b607785f9237",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920377"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A short-period tax return is required for a corporation entity conversion if the surviving entity's tax classification differs from the converting entity's classification.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1603",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Short period tax returns shall be filed for the converting entity as required by Title 47 of the Revised Statutes if the surviving entity's tax classification is different from the converting entity's tax classification.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/5025e4705c973f762af4295e3b5097ebae4f28e45187e5e881ba73550e913721.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5025e4705c973f762af4295e3b5097ebae4f28e45187e5e881ba73550e913721",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=409519",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-950",
          "quote": "C. A domestic unincorporated entity may become a domestic business corporation or another form of domestic unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity.",
          "role": "conversion_approval_fallback",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
          "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372"
        },
        {
          "pinpoint": "La. R.S. 12:1359",
          "quote": "(1) A domestic limited liability company party to a proposed merger or consolidation shall have the agreement of merger or consolidation authorized and approved by the vote of the members in accordance with R.S. 12:1318.",
          "role": "merger_approval_cross_reference",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/c239a5f2750a4fd104c9d79bd0a2efbf6fda3440e6295a103a2be8becc978e33.html",
          "source_sha256": "c239a5f2750a4fd104c9d79bd0a2efbf6fda3440e6295a103a2be8becc978e33",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=76316"
        },
        {
          "pinpoint": "La. R.S. 12:1308.3",
          "quote": "B. Such conversion may be made by a limited liability company only pursuant to this Section and only after authorization by a majority of the members, or by such larger vote as the articles of organization or an operating agreement may require.",
          "role": "state_conversion_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20.html",
          "source_sha256": "bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Different-type conversion uses the LLC merger-approval rule, ordinarily a majority member vote; state-of-organization conversion also requires a majority or any larger governing-document vote.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1318",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "B. Unless otherwise provided in the articles of organization or a written operating agreement, a majority vote of the members shall be required to approve the following matters, whether or not management is vested in one or more managers pursuant to R.S. 12:1312: (1) The dissolution and winding up of the limited liability company. (2) The sale, exchange, lease, mortgage, pledge, or other transfer of all or substantially all of the assets of the limited liability company. (3) The merger or consolidation of the limited liability company. (4) The incurrence of indebtedness by the limited liability company other than in the ordinary course of its business. (5) The alienation, lease, or encumbrance of any immovables of the limited liability company. (6) An amendment to the articles of organization or an operating agreement.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/8ff012e739e74ac9efdc795b399fa212d1ceea09fb26f96c502ecfe1e3847b70.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8ff012e739e74ac9efdc795b399fa212d1ceea09fb26f96c502ecfe1e3847b70",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=76269",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-955",
          "quote": "A. When a conversion under this Subpart becomes effective, all of the following shall apply: (1) The title to all real and personal property, both tangible and intangible, of the converting entity remains in the surviving entity without transfer, assignment, reversion or impairment. (2) The liabilities of the converting entity remain the liabilities of the surviving entity. (3) A pending action or proceeding by or against the converting entity continues by or against the surviving entity as if the conversion had not occurred without any need for substitution of parties. (4) The provisions included in or attached to the articles of entity conversion in accordance with R.S. 12:1-953(B)(3) become effective as the articles of incorporation, articles of organization, initial report, registered contract of partnership, or registered application for registry of a registered limited liability partnership, as appropriate for the surviving entity. (5) In the case of a surviving entity that is a nonfiling entity, its private organic document becomes effective. (6) The shares or interests of the converting entity are reclassified into shares, interests, other securities, obligations, rights to acquire shares, interests, or other securities, or into cash or other property in accordance with the plan of conversion; and the shareholders or interest holders of the converting entity are entitled only to the rights provided to them under the terms of the conversion and to any appraisal rights they may have under the organic law of the converting entity. (7) The surviving entity is deemed to be all of the following: (a) Incorporated or organized under and subject to the organic law of the surviving entity for all purposes. (b) The same corporation or unincorporated entity without interruption as the converting entity. (c) Incorporated or otherwise organized on the date that the converting entity was originally incorporated or organized.",
          "role": "entity_conversion_effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/675625de4d934350c5d259e3514e46a084d8bcfd8a46c91ebe51b607785f9237.html",
          "source_sha256": "675625de4d934350c5d259e3514e46a084d8bcfd8a46c91ebe51b607785f9237",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920377"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "LLC state conversion continues the company without interruption and preserves its property, obligations, liabilities, and pending proceedings; entity conversion has parallel effects.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1308.3",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "F. Upon receipt of the certificate of conversion from the secretary of state, and after compliance as applicable with the laws of the other state: (1) A domestic limited liability company converting its state of organization from this state to another state shall be deemed to be organized solely under the laws of such other state and no longer under the laws of this state. The limited liability company shall continue to exist without interruption in its organizational form. All rights, title, interests, obligations, and liabilities of the limited liability company shall continue in the limited liability company without impairment, diminution, or termination. Any proceeding pending by or against the limited liability company or its members or managers, in their capacities as such, may be continued by or against the limited liability company without the need for substituting a new party to such proceeding as a result of any conversion of the state of organization as authorized in this Section. The limited liability company shall be deemed to have appointed the secretary of state in this state as its agent for service of process in any proceeding to enforce any liability or obligation against the limited liability company arising or existing prior to the effective time of the conversion of the state of organization. (2) A foreign limited liability company converting its state of organization from another state to this state shall be deemed to be organized solely under the laws of this state and no longer under the laws of such other state. The limited liability company shall continue to exist without interruption in its organizational form. All rights, title, interests, obligations, and liabilities of the limited liability company shall continue in the limited liability company without impairment, diminution, or termination. Any proceeding pending by or against the limited liability company or its members or managers, in their capacities as such, may be continued by or against the limited liability company without the need for substituting a new party to such proceeding as a result of a change of the state of organization authorized under this Section. The certificate of conversion issued by the secretary of state shall be conclusive evidence of the fact that the limited liability company has been duly organized under the laws of this state, except that in any proceeding brought by the state to annul, forfeit, or vacate a company's franchise, the certificate of conversion shall be only prima facie evidence of due organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.llc.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-950",
          "quote": "C. A domestic unincorporated entity may become a domestic business corporation or another form of domestic unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity.",
          "role": "unincorporated_source_authorization_and_approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
          "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372"
        },
        {
          "pinpoint": "La. R.S. 12:1-951",
          "quote": "A. A plan of entity conversion must include all of the following: (1) A statement of the type of entity the surviving entity will be and, if it will be a foreign entity, its jurisdiction of organization. (2) The terms and conditions of the conversion. (3) If the converting entity is a domestic business corporation, the manner and basis of converting the shares of the corporation following its conversion into interests or other securities, obligations, rights to acquire interests or other securities, or into cash, other property, or any combination of the foregoing. (4) If the converting entity is an unincorporated entity, the manner and basis of converting the interests in the entity into shares, interests, or other securities, obligations, rights to acquire shares, interests, or other securities, or into cash, other property, or any combination of the foregoing. (5) The full text, as they will be in effect immediately after consummation of the conversion, of the organic documents of the surviving entity.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/6f0c09deb6011870da702e02e3227face741ffda8c92f058ec18a97c6092cff5.html",
          "source_sha256": "6f0c09deb6011870da702e02e3227face741ffda8c92f058ec18a97c6092cff5",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920373"
        },
        {
          "pinpoint": "La. R.S. 12:1-952",
          "quote": "In the case of an entity conversion of a domestic business corporation to a domestic or foreign unincorporated entity, all of the following shall apply: (1) The plan of entity conversion must be adopted by the board of directors. (2) After adopting the plan of entity conversion, the board of directors must submit the plan to the shareholders for their approval. The board of directors must also transmit to the shareholders a recommendation that the shareholders approve the plan, unless the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation or R.S. 12:1-826 applies. If the board of directors makes such a determination or R.S. 12:1-826 applies, the board must transmit to the shareholders the basis for so proceeding. (3) The board of directors may condition its submission of the plan of entity conversion to the shareholders on any basis. (4) If the approval of the shareholders is to be given at a meeting, the corporation must notify each shareholder, whether or not entitled to vote, of the meeting of shareholders at which the plan of entity conversion is to be submitted for approval. The notice must state that the purpose, or one of the purposes, of the meeting is to consider the plan and must contain or be accompanied by a copy or summary of the plan. The notice shall include or be accompanied by a copy of the organic documents as they will be in effect immediately after the entity conversion. (5) Unless the articles of incorporation, or the board of directors acting pursuant to Paragraph (3) of this Section, requires a greater vote, approval of the plan of entity conversion requires the approval of each class or series of shares of the corporation voting as a separate voting group by at least a majority of the votes entitled to be cast on the conversion by that voting group. (6) If any provision of the articles of incorporation, bylaws, or an agreement to which any of the directors or shareholders are parties, adopted, or entered into before January 1, 2015, applies to a merger of the corporation, other than a provision that limits or eliminates voting or appraisal rights, and the document does not refer to an entity conversion of the corporation, the provision shall be deemed to apply to an entity conversion of the corporation until such time as the provision is subsequently amended. (7) If as a result of the conversion one or more shareholders of the corporation would become subject to owner liability for the debts, obligations, or liabilities of any other person or entity, approval of the plan of conversion shall require the signing, by each such shareholder, of a separate written consent to become subject to such owner liability.",
          "role": "corporation_source_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/840520673b8ee1bbce051eb4cb92d375468d698d47690644ae3d2205b2159bc1.html",
          "source_sha256": "840520673b8ee1bbce051eb4cb92d375468d698d47690644ae3d2205b2159bc1",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920374"
        },
        {
          "pinpoint": "La. R.S. 12:1-140",
          "quote": "(24B) \"Unincorporated entity\" means an organization or juridical person that has a separate juridical personality and that is not any of the following: a domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, a foreign government, or any agency or subdivision of a foreign government. In addition, the term includes a general partnership, limited liability company, limited partnership, partnership in commendam, registered limited liability partnership, business trust, joint stock association, and unincorporated nonprofit association, regardless of whether any of those included forms of organization is treated as a juridical person under the relevant organic law.",
          "role": "unincorporated_entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8.html",
          "source_sha256": "221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920192"
        },
        {
          "pinpoint": "La. R.S. 12:1-140",
          "quote": "(4) \"Corporation\", \"domestic corporation\", or \"domestic business corporation\" means a corporation for profit, which is not a foreign corporation, incorporated under or subject to the provisions of this Chapter.",
          "role": "corporation_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8.html",
          "source_sha256": "221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920192"
        },
        {
          "pinpoint": "La. R.S. 12:1-953",
          "quote": "A. After the conversion of a domestic business corporation to a domestic unincorporated entity has been adopted and approved as required by this Subpart, articles of entity conversion shall be signed on behalf of the corporation by any officer or other duly authorized representative. The articles shall do all of the following: (1) Set forth the name of the corporation immediately before the filing of the articles of entity conversion and the name to which the name of the corporation is to be changed, which shall be a name that satisfies the organic law of the surviving entity. (2) State the type of unincorporated entity that the surviving entity will be. (3) Set forth a statement that the plan of entity conversion was duly approved by the shareholders in the manner required by this Subpart and the articles of incorporation. (4) If the surviving entity is a filing entity, either contain all of the provisions required to be set forth in its public organic document and any other desired provisions that are permitted, or have attached such a public organic document; except that, in either case, provisions that would not be required to be included in a restated public organic document may be omitted.",
          "role": "corporation_source_articles",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae.html",
          "source_sha256": "41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375"
        },
        {
          "pinpoint": "La. R.S. 12:1-953",
          "quote": "B. After the conversion of a domestic unincorporated entity to a domestic business corporation or to another form of domestic unincorporated entity has been adopted and approved as required by the organic law of the converting entity, articles of entity conversion shall be signed on behalf of the converting entity by an officer or other duly authorized partner, member, manager or other representative. The articles shall do all of the following: (1) Set forth the name of the converting entity immediately before the filing of the articles of entity conversion and the name to which the name of the converting entity is to be changed, which shall be a name that satisfies the requirements of the organic law of the surviving entity. (2) Set forth a statement that the plan of entity conversion was duly approved in accordance with the organic law of the converting entity. (3) Satisfy one of the following requirements concerning the provisions required by law to be included in the organic document of the surviving entity and, if required, in its initial report, do either of the following: (a) If the surviving entity is a domestic business corporation, the articles of entity conversion shall either contain all of the provisions that R.S. 12:1-202(A) requires to be set forth in articles of incorporation and any other desired provisions that R.S. 12:1-202(B) permits to be included in articles of incorporation, or have attached articles of incorporation; except that, in either case, provisions that would not be required to be included in restated articles of incorporation of a domestic business corporation may be omitted. (b) If the surviving entity is a domestic filing entity, either contain all of the provisions required to be set forth in its public organic document and any other desired provisions that are permitted, or have attached such a public organic document; except that, in either case, provisions that would not be required to be included in a restated public organic document may be omitted.",
          "role": "unincorporated_source_articles",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae.html",
          "source_sha256": "41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375"
        },
        {
          "pinpoint": "La. R.S. 12:1-953",
          "quote": "D. The articles of entity conversion shall be delivered to the secretary of state for filing, and shall take effect at the effective time provided in R.S. 12:1-123. Articles of entity conversion under Subsection A or B of this Section may be combined with any required conversion filing under the organic law of the domestic unincorporated entity if the combined filing satisfies the requirements of both this Section and the other organic law.",
          "role": "filing_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae.html",
          "source_sha256": "41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375"
        },
        {
          "pinpoint": "La. R.S. 12:1601",
          "quote": "One form of domestic business entity may convert to another form of domestic business entity as provided in the Business Corporation Act. This authorization of domestic entity conversions does not limit the other forms of transaction authorized by the Business Corporation Act.",
          "role": "covered_entity_authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bafc795ba0fcdef2103208f7c7e32975cddc53469ec8c8355dd456d9d5a6a1d0.html",
          "source_sha256": "bafc795ba0fcdef2103208f7c7e32975cddc53469ec8c8355dd456d9d5a6a1d0",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=409517"
        },
        {
          "pinpoint": "La. R.S. 12:1602",
          "quote": "Terms that are defined in the Business Corporation Act have the same meaning in this Chapter as in that Act. As used in this Chapter: (1) \"Allowed update rule\" means a rule of a licensing body allowed by R.S.12:1604(B) or (C). (2) \"Business entity\" means any of the following business organizations: business corporation, limited liability company, partnership, partnership in commendam, and registered limited liability partnership. (3) \"Converting entity\" means a domestic business corporation or domestic unincorporated entity as it exists before the effective date of an entity conversion under the Business Corporation Act. (4) \"Domestic business entity\" means a business entity that is incorporated, organized, or formed under the laws of this state. (5) \"License\" means any license, permit, or certificate issued by any board, commission, or agency of the state or any of its political subdivisions. (6) \"Licensing body\" means the board, commission, or agency of the state or any of its political subdivisions that issues a license. (7) \"Publicly traded entity\" means a business entity that is the issuer of shares, ownership interests, or other securities that are listed on a national securities exchange or regularly traded in a market maintained by one or more members of a national securities association. (8) \"Surviving entity\" means a domestic business corporation or domestic unincorporated entity as it exists immediately after the consummation of an entity conversion under the Business Corporation Act.",
          "role": "covered_entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/d7edb776654770df55387e142f2522fa251629a132120c42bfa878a4439d638a.html",
          "source_sha256": "d7edb776654770df55387e142f2522fa251629a132120c42bfa878a4439d638a",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=409518"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A domestic business corporation or another domestic unincorporated entity may convert into a domestic Louisiana LLC.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-950",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.llc.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-951",
          "quote": "A. A plan of entity conversion must include all of the following: (1) A statement of the type of entity the surviving entity will be and, if it will be a foreign entity, its jurisdiction of organization. (2) The terms and conditions of the conversion. (3) If the converting entity is a domestic business corporation, the manner and basis of converting the shares of the corporation following its conversion into interests or other securities, obligations, rights to acquire interests or other securities, or into cash, other property, or any combination of the foregoing. (4) If the converting entity is an unincorporated entity, the manner and basis of converting the interests in the entity into shares, interests, or other securities, obligations, rights to acquire shares, interests, or other securities, or into cash, other property, or any combination of the foregoing. (5) The full text, as they will be in effect immediately after consummation of the conversion, of the organic documents of the surviving entity.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/6f0c09deb6011870da702e02e3227face741ffda8c92f058ec18a97c6092cff5.html",
          "source_sha256": "6f0c09deb6011870da702e02e3227face741ffda8c92f058ec18a97c6092cff5",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920373"
        },
        {
          "pinpoint": "La. R.S. 12:1-953",
          "quote": "B. After the conversion of a domestic unincorporated entity to a domestic business corporation or to another form of domestic unincorporated entity has been adopted and approved as required by the organic law of the converting entity, articles of entity conversion shall be signed on behalf of the converting entity by an officer or other duly authorized partner, member, manager or other representative. The articles shall do all of the following: (1) Set forth the name of the converting entity immediately before the filing of the articles of entity conversion and the name to which the name of the converting entity is to be changed, which shall be a name that satisfies the requirements of the organic law of the surviving entity. (2) Set forth a statement that the plan of entity conversion was duly approved in accordance with the organic law of the converting entity. (3) Satisfy one of the following requirements concerning the provisions required by law to be included in the organic document of the surviving entity and, if required, in its initial report, do either of the following: (a) If the surviving entity is a domestic business corporation, the articles of entity conversion shall either contain all of the provisions that R.S. 12:1-202(A) requires to be set forth in articles of incorporation and any other desired provisions that R.S. 12:1-202(B) permits to be included in articles of incorporation, or have attached articles of incorporation; except that, in either case, provisions that would not be required to be included in restated articles of incorporation of a domestic business corporation may be omitted. (b) If the surviving entity is a domestic filing entity, either contain all of the provisions required to be set forth in its public organic document and any other desired provisions that are permitted, or have attached such a public organic document; except that, in either case, provisions that would not be required to be included in a restated public organic document may be omitted.",
          "role": "articles_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae.html",
          "source_sha256": "41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375"
        },
        {
          "pinpoint": "La. R.S. 12:1-953",
          "quote": "D. The articles of entity conversion shall be delivered to the secretary of state for filing, and shall take effect at the effective time provided in R.S. 12:1-123. Articles of entity conversion under Subsection A or B of this Section may be combined with any required conversion filing under the organic law of the domestic unincorporated entity if the combined filing satisfies the requirements of both this Section and the other organic law.",
          "role": "articles_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae.html",
          "source_sha256": "41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375"
        },
        {
          "pinpoint": "La. R.S. 12:1359",
          "quote": "(1) A domestic limited liability company party to a proposed merger or consolidation shall have the agreement of merger or consolidation authorized and approved by the vote of the members in accordance with R.S. 12:1318.",
          "role": "approval_cross_reference",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/c239a5f2750a4fd104c9d79bd0a2efbf6fda3440e6295a103a2be8becc978e33.html",
          "source_sha256": "c239a5f2750a4fd104c9d79bd0a2efbf6fda3440e6295a103a2be8becc978e33",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=76316"
        },
        {
          "pinpoint": "La. R.S. 12:1318",
          "quote": "B. Unless otherwise provided in the articles of organization or a written operating agreement, a majority vote of the members shall be required to approve the following matters, whether or not management is vested in one or more managers pursuant to R.S. 12:1312: (1) The dissolution and winding up of the limited liability company. (2) The sale, exchange, lease, mortgage, pledge, or other transfer of all or substantially all of the assets of the limited liability company. (3) The merger or consolidation of the limited liability company. (4) The incurrence of indebtedness by the limited liability company other than in the ordinary course of its business. (5) The alienation, lease, or encumbrance of any immovables of the limited liability company. (6) An amendment to the articles of organization or an operating agreement.",
          "role": "approval_threshold",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/8ff012e739e74ac9efdc795b399fa212d1ceea09fb26f96c502ecfe1e3847b70.html",
          "source_sha256": "8ff012e739e74ac9efdc795b399fa212d1ceea09fb26f96c502ecfe1e3847b70",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=76269"
        },
        {
          "pinpoint": "La. R.S. 12:1601",
          "quote": "One form of domestic business entity may convert to another form of domestic business entity as provided in the Business Corporation Act. This authorization of domestic entity conversions does not limit the other forms of transaction authorized by the Business Corporation Act.",
          "role": "covered_entity_authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bafc795ba0fcdef2103208f7c7e32975cddc53469ec8c8355dd456d9d5a6a1d0.html",
          "source_sha256": "bafc795ba0fcdef2103208f7c7e32975cddc53469ec8c8355dd456d9d5a6a1d0",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=409517"
        },
        {
          "pinpoint": "La. R.S. 12:1602",
          "quote": "Terms that are defined in the Business Corporation Act have the same meaning in this Chapter as in that Act. As used in this Chapter: (1) \"Allowed update rule\" means a rule of a licensing body allowed by R.S.12:1604(B) or (C). (2) \"Business entity\" means any of the following business organizations: business corporation, limited liability company, partnership, partnership in commendam, and registered limited liability partnership. (3) \"Converting entity\" means a domestic business corporation or domestic unincorporated entity as it exists before the effective date of an entity conversion under the Business Corporation Act. (4) \"Domestic business entity\" means a business entity that is incorporated, organized, or formed under the laws of this state. (5) \"License\" means any license, permit, or certificate issued by any board, commission, or agency of the state or any of its political subdivisions. (6) \"Licensing body\" means the board, commission, or agency of the state or any of its political subdivisions that issues a license. (7) \"Publicly traded entity\" means a business entity that is the issuer of shares, ownership interests, or other securities that are listed on a national securities exchange or regularly traded in a market maintained by one or more members of a national securities association. (8) \"Surviving entity\" means a domestic business corporation or domestic unincorporated entity as it exists immediately after the consummation of an entity conversion under the Business Corporation Act.",
          "role": "covered_entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/d7edb776654770df55387e142f2522fa251629a132120c42bfa878a4439d638a.html",
          "source_sha256": "d7edb776654770df55387e142f2522fa251629a132120c42bfa878a4439d638a",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=409518"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A domestic Louisiana LLC may convert to a domestic business corporation or another form of domestic unincorporated entity.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-950",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "C. A domestic unincorporated entity may become a domestic business corporation or another form of domestic unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.llc.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1308.3",
          "quote": "B. Such conversion may be made by a limited liability company only pursuant to this Section and only after authorization by a majority of the members, or by such larger vote as the articles of organization or an operating agreement may require.",
          "role": "approval_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20.html",
          "source_sha256": "bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558"
        },
        {
          "pinpoint": "La. R.S. 12:1308.3",
          "quote": "C. The domestic or foreign limited liability company seeking conversion shall file with the secretary of state a written request for conversion of the state of organization. If the company is manager-managed, the request shall be executed by a manager of the company. The request for conversion shall be acknowledged by at least one of the persons who signed it or may be executed by authentic act. The secretary of state may prescribe and furnish forms for filing the request for conversion. If the company is member-managed, the request shall be executed by a member of the company. The request shall contain all of the following: (1) The name of the limited liability company, which shall comply with the provisions of R.S. 12:1306. (2) The full name and municipal address of either each current manager of the limited liability company, if management of the limited liability company is vested in one or more managers, or of each of the current members, if management of the limited liability company is reserved to the members. (3) A statement, as appropriate, that the limited liability company is converting its state of organization from another named state to this state and is continuing its existence in and under the laws of this state, or is converting its state of organization from this state to another named state and is continuing its existence in and under the laws of such other named state. (4) A statement that a majority of the members, or such larger vote as the articles of organization or the operating agreement may require, has approved the conversion of the state of organization. (5) The manner and basis of converting the interests of the members of the limited liability company into the interests of the members in the converted limited liability company. (6) A statement that the limited liability company, in changing its state of organization, has complied with the laws and requirements of both the prior and new state of organization. (7) Any other provision, attachment, or exhibit, not inconsistent with law, that the members elect to set forth or include in the certificate of conversion. (8) If the limited liability company is converting its state of organization from another state to this state: (a) The location and municipal street address, if any, of the limited liability company's registered office. An address consisting of a post office box alone is insufficient. (b) The location and municipal street address, if any, of each of the limited liability company's registered agents, together with a notarized affidavit of acknowledgment and acceptance signed by each such agent. An address consisting of a post office box alone is insufficient. (c) A copy of its articles of organization which are in compliance with the requirements of R.S. 12:1305, when the written request for conversion is filed with the secretary of state.",
          "role": "request_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20.html",
          "source_sha256": "bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558"
        },
        {
          "pinpoint": "La. R.S. 12:1308.3",
          "quote": "E. If the secretary of state finds that the request for conversion is in compliance with the provisions of this Section, and after all fees have been paid as required by law, the secretary of state shall record in his office the request for conversion and any attachments or exhibits thereto, after endorsing thereon the date and, if requested, the hour of filing. Thereafter, the secretary of state shall either issue to the limited liability company a certificate of conversion, reciting that such limited liability company has complied with the requirements of this state for converting its state of organization, or advise the limited liability company with reasons why it has denied the request for conversion.",
          "role": "filing_and_certificate",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20.html",
          "source_sha256": "bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A foreign LLC may convert its state of organization to Louisiana unless the other state's law prohibits the move and after satisfying the statutory approval and filing rules.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1308.3",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. Unless prohibited by the laws of the other state, a domestic limited liability company may convert its state of organization from this state to any other state, and a foreign limited liability company may convert its state of organization from any other state to this state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1308.3",
          "quote": "B. Such conversion may be made by a limited liability company only pursuant to this Section and only after authorization by a majority of the members, or by such larger vote as the articles of organization or an operating agreement may require.",
          "role": "approval_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20.html",
          "source_sha256": "bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558"
        },
        {
          "pinpoint": "La. R.S. 12:1308.3",
          "quote": "C. The domestic or foreign limited liability company seeking conversion shall file with the secretary of state a written request for conversion of the state of organization. If the company is manager-managed, the request shall be executed by a manager of the company. The request for conversion shall be acknowledged by at least one of the persons who signed it or may be executed by authentic act. The secretary of state may prescribe and furnish forms for filing the request for conversion. If the company is member-managed, the request shall be executed by a member of the company. The request shall contain all of the following: (1) The name of the limited liability company, which shall comply with the provisions of R.S. 12:1306. (2) The full name and municipal address of either each current manager of the limited liability company, if management of the limited liability company is vested in one or more managers, or of each of the current members, if management of the limited liability company is reserved to the members. (3) A statement, as appropriate, that the limited liability company is converting its state of organization from another named state to this state and is continuing its existence in and under the laws of this state, or is converting its state of organization from this state to another named state and is continuing its existence in and under the laws of such other named state. (4) A statement that a majority of the members, or such larger vote as the articles of organization or the operating agreement may require, has approved the conversion of the state of organization. (5) The manner and basis of converting the interests of the members of the limited liability company into the interests of the members in the converted limited liability company. (6) A statement that the limited liability company, in changing its state of organization, has complied with the laws and requirements of both the prior and new state of organization. (7) Any other provision, attachment, or exhibit, not inconsistent with law, that the members elect to set forth or include in the certificate of conversion. (8) If the limited liability company is converting its state of organization from another state to this state: (a) The location and municipal street address, if any, of the limited liability company's registered office. An address consisting of a post office box alone is insufficient. (b) The location and municipal street address, if any, of each of the limited liability company's registered agents, together with a notarized affidavit of acknowledgment and acceptance signed by each such agent. An address consisting of a post office box alone is insufficient. (c) A copy of its articles of organization which are in compliance with the requirements of R.S. 12:1305, when the written request for conversion is filed with the secretary of state.",
          "role": "request_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20.html",
          "source_sha256": "bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558"
        },
        {
          "pinpoint": "La. R.S. 12:1308.3",
          "quote": "E. If the secretary of state finds that the request for conversion is in compliance with the provisions of this Section, and after all fees have been paid as required by law, the secretary of state shall record in his office the request for conversion and any attachments or exhibits thereto, after endorsing thereon the date and, if requested, the hour of filing. Thereafter, the secretary of state shall either issue to the limited liability company a certificate of conversion, reciting that such limited liability company has complied with the requirements of this state for converting its state of organization, or advise the limited liability company with reasons why it has denied the request for conversion.",
          "role": "filing_and_certificate",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20.html",
          "source_sha256": "bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558"
        },
        {
          "pinpoint": "La. R.S. 12:1308.3",
          "quote": "G. In addition to the other requirements of this Section, a domestic limited liability company converting its state of organization from this state to another state shall also file with the secretary of state a certified copy of the certificate of organization or other official certificate obtained by it from the other state evidencing the company's organization under the laws of such state. Such certified copy shall be filed with the secretary of state not later than thirty days after issuance of the official certificate evidencing the company's organization under the laws of the other state.",
          "role": "outbound_followup_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20.html",
          "source_sha256": "bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A domestic Louisiana LLC may convert its state of organization to another state unless that state's law prohibits the move and after satisfying the statutory approval and filing rules.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1308.3",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. Unless prohibited by the laws of the other state, a domestic limited liability company may convert its state of organization from this state to any other state, and a foreign limited liability company may convert its state of organization from any other state to this state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-950",
          "quote": "A. A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion.",
          "role": "corporation_source_authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
          "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372"
        },
        {
          "pinpoint": "La. R.S. 12:1-950",
          "quote": "C. A domestic unincorporated entity may become a domestic business corporation or another form of domestic unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity.",
          "role": "unincorporated_source_authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
          "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372"
        },
        {
          "pinpoint": "La. R.S. 12:1-140",
          "quote": "(4) \"Corporation\", \"domestic corporation\", or \"domestic business corporation\" means a corporation for profit, which is not a foreign corporation, incorporated under or subject to the provisions of this Chapter.",
          "role": "corporation_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8.html",
          "source_sha256": "221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920192"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The listed domestic entity types may convert into a domestic Louisiana LLC; the statute does not extend this route to foreign different-type entities.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-140",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(24B) \"Unincorporated entity\" means an organization or juridical person that has a separate juridical personality and that is not any of the following: a domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, a foreign government, or any agency or subdivision of a foreign government. In addition, the term includes a general partnership, limited liability company, limited partnership, partnership in commendam, registered limited liability partnership, business trust, joint stock association, and unincorporated nonprofit association, regardless of whether any of those included forms of organization is treated as a juridical person under the relevant organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920192",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-950",
          "quote": "C. A domestic unincorporated entity may become a domestic business corporation or another form of domestic unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity.",
          "role": "conversion_authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
          "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A domestic Louisiana LLC may convert into the listed domestic entity types; the statute does not extend this route to a foreign different-type entity.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-140",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(24B) \"Unincorporated entity\" means an organization or juridical person that has a separate juridical personality and that is not any of the following: a domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, a foreign government, or any agency or subdivision of a foreign government. In addition, the term includes a general partnership, limited liability company, limited partnership, partnership in commendam, registered limited liability partnership, business trust, joint stock association, and unincorporated nonprofit association, regardless of whether any of those included forms of organization is treated as a juridical person under the relevant organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920192",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The filing-fee locator for a domestic Louisiana LLC conversion is La. R.S. 49:222(B)(1)(c); the amount is not reproduced here.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 49:222",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) One hundred dollars for filing and recording limited liability company articles of organization, amended articles of organization, dissolution proceedings, termination of dissolution proceedings, reinstatement proceedings, merger proceedings, conversions, and certificates of correction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/40feafcb71b7fc16be420d19f13d5d2844d0db3904911dab72a5586695494c7e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "40feafcb71b7fc16be420d19f13d5d2844d0db3904911dab72a5586695494c7e",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=103670",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-951",
          "quote": "A. A plan of entity conversion must include all of the following: (1) A statement of the type of entity the surviving entity will be and, if it will be a foreign entity, its jurisdiction of organization. (2) The terms and conditions of the conversion. (3) If the converting entity is a domestic business corporation, the manner and basis of converting the shares of the corporation following its conversion into interests or other securities, obligations, rights to acquire interests or other securities, or into cash, other property, or any combination of the foregoing. (4) If the converting entity is an unincorporated entity, the manner and basis of converting the interests in the entity into shares, interests, or other securities, obligations, rights to acquire shares, interests, or other securities, or into cash, other property, or any combination of the foregoing. (5) The full text, as they will be in effect immediately after consummation of the conversion, of the organic documents of the surviving entity.",
          "role": "conversion_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/6f0c09deb6011870da702e02e3227face741ffda8c92f058ec18a97c6092cff5.html",
          "source_sha256": "6f0c09deb6011870da702e02e3227face741ffda8c92f058ec18a97c6092cff5",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920373"
        },
        {
          "pinpoint": "La. R.S. 12:1-953",
          "quote": "D. The articles of entity conversion shall be delivered to the secretary of state for filing, and shall take effect at the effective time provided in R.S. 12:1-123. Articles of entity conversion under Subsection A or B of this Section may be combined with any required conversion filing under the organic law of the domestic unincorporated entity if the combined filing satisfies the requirements of both this Section and the other organic law.",
          "role": "articles_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae.html",
          "source_sha256": "41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375"
        },
        {
          "pinpoint": "La. R.S. 12:1308.3",
          "quote": "C. The domestic or foreign limited liability company seeking conversion shall file with the secretary of state a written request for conversion of the state of organization. If the company is manager-managed, the request shall be executed by a manager of the company. The request for conversion shall be acknowledged by at least one of the persons who signed it or may be executed by authentic act. The secretary of state may prescribe and furnish forms for filing the request for conversion. If the company is member-managed, the request shall be executed by a member of the company. The request shall contain all of the following: (1) The name of the limited liability company, which shall comply with the provisions of R.S. 12:1306. (2) The full name and municipal address of either each current manager of the limited liability company, if management of the limited liability company is vested in one or more managers, or of each of the current members, if management of the limited liability company is reserved to the members. (3) A statement, as appropriate, that the limited liability company is converting its state of organization from another named state to this state and is continuing its existence in and under the laws of this state, or is converting its state of organization from this state to another named state and is continuing its existence in and under the laws of such other named state. (4) A statement that a majority of the members, or such larger vote as the articles of organization or the operating agreement may require, has approved the conversion of the state of organization. (5) The manner and basis of converting the interests of the members of the limited liability company into the interests of the members in the converted limited liability company. (6) A statement that the limited liability company, in changing its state of organization, has complied with the laws and requirements of both the prior and new state of organization. (7) Any other provision, attachment, or exhibit, not inconsistent with law, that the members elect to set forth or include in the certificate of conversion. (8) If the limited liability company is converting its state of organization from another state to this state: (a) The location and municipal street address, if any, of the limited liability company's registered office. An address consisting of a post office box alone is insufficient. (b) The location and municipal street address, if any, of each of the limited liability company's registered agents, together with a notarized affidavit of acknowledgment and acceptance signed by each such agent. An address consisting of a post office box alone is insufficient. (c) A copy of its articles of organization which are in compliance with the requirements of R.S. 12:1305, when the written request for conversion is filed with the secretary of state.",
          "role": "state_conversion_request",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20.html",
          "source_sha256": "bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558"
        },
        {
          "pinpoint": "La. R.S. 12:1308.3",
          "quote": "E. If the secretary of state finds that the request for conversion is in compliance with the provisions of this Section, and after all fees have been paid as required by law, the secretary of state shall record in his office the request for conversion and any attachments or exhibits thereto, after endorsing thereon the date and, if requested, the hour of filing. Thereafter, the secretary of state shall either issue to the limited liability company a certificate of conversion, reciting that such limited liability company has complied with the requirements of this state for converting its state of organization, or advise the limited liability company with reasons why it has denied the request for conversion.",
          "role": "certificate_issuance",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20.html",
          "source_sha256": "bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558"
        },
        {
          "pinpoint": "La. R.S. 12:1308.3",
          "quote": "G. In addition to the other requirements of this Section, a domestic limited liability company converting its state of organization from this state to another state shall also file with the secretary of state a certified copy of the certificate of organization or other official certificate obtained by it from the other state evidencing the company's organization under the laws of such state. Such certified copy shall be filed with the secretary of state not later than thirty days after issuance of the official certificate evidencing the company's organization under the laws of the other state.",
          "role": "outbound_followup_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20.html",
          "source_sha256": "bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Louisiana uses a plan and articles for different-type LLC conversion and a written request for conversion of state of organization for an LLC's same-type move.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-953",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "B. After the conversion of a domestic unincorporated entity to a domestic business corporation or to another form of domestic unincorporated entity has been adopted and approved as required by the organic law of the converting entity, articles of entity conversion shall be signed on behalf of the converting entity by an officer or other duly authorized partner, member, manager or other representative. The articles shall do all of the following: (1) Set forth the name of the converting entity immediately before the filing of the articles of entity conversion and the name to which the name of the converting entity is to be changed, which shall be a name that satisfies the requirements of the organic law of the surviving entity. (2) Set forth a statement that the plan of entity conversion was duly approved in accordance with the organic law of the converting entity. (3) Satisfy one of the following requirements concerning the provisions required by law to be included in the organic document of the surviving entity and, if required, in its initial report, do either of the following: (a) If the surviving entity is a domestic business corporation, the articles of entity conversion shall either contain all of the provisions that R.S. 12:1-202(A) requires to be set forth in articles of incorporation and any other desired provisions that R.S. 12:1-202(B) permits to be included in articles of incorporation, or have attached articles of incorporation; except that, in either case, provisions that would not be required to be included in restated articles of incorporation of a domestic business corporation may be omitted. (b) If the surviving entity is a domestic filing entity, either contain all of the provisions required to be set forth in its public organic document and any other desired provisions that are permitted, or have attached such a public organic document; except that, in either case, provisions that would not be required to be included in a restated public organic document may be omitted.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.llc.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1308.3",
          "quote": "(6) A statement that the limited liability company, in changing its state of organization, has complied with the laws and requirements of both the prior and new state of organization.",
          "role": "dual_compliance_statement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20.html",
          "source_sha256": "bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "An LLC state-of-organization conversion must not be prohibited by the other state's law, and the request must state compliance with both states' laws and requirements.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1308.3",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. Unless prohibited by the laws of the other state, a domestic limited liability company may convert its state of organization from this state to any other state, and a foreign limited liability company may convert its state of organization from any other state to this state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Louisiana calls an LLC's same-type jurisdictional move a “conversion of state of organization.”",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1308.3",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§1308.3. Conversion of state of organization",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bf6e83349f0bff30c4a914d8a7cc9aa354f8c2058b3b0121172d5fdab7746a20",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.llc.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-955",
          "quote": "E. The provisions of R.S. 12:1603 and 12:1604, concerning tax filing requirements and professional licenses, apply in either of the following cases of an entity conversion: (1) By a domestic business corporation to a domestic unincorporated entity. (2) By a domestic unincorporated entity to a domestic business corporation or to another form of domestic unincorporated entity.",
          "role": "conversion_tax_rule_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/675625de4d934350c5d259e3514e46a084d8bcfd8a46c91ebe51b607785f9237.html",
          "source_sha256": "675625de4d934350c5d259e3514e46a084d8bcfd8a46c91ebe51b607785f9237",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920377"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A short-period tax return is required for an LLC entity conversion if the surviving entity's tax classification differs from the converting entity's classification.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1603",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Short period tax returns shall be filed for the converting entity as required by Title 47 of the Revised Statutes if the surviving entity's tax classification is different from the converting entity's tax classification.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/5025e4705c973f762af4295e3b5097ebae4f28e45187e5e881ba73550e913721.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5025e4705c973f762af4295e3b5097ebae4f28e45187e5e881ba73550e913721",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=409519",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-950",
          "quote": "C. A domestic unincorporated entity may become a domestic business corporation or another form of domestic unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity.",
          "role": "conversion_approval_fallback",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
          "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A partnership-in-commendam conversion uses the merger approval rule: all general partners and limited partners holding more than a majority of limited-partner profit interests, unless its governing documents provide otherwise.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 9:3444",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) A domestic partnership in commendam party to a proposed merger or consolidation shall have the agreement of merger or consolidation approved by all general partners and by the limited partners who own more than a majority of the then current percentage or other interest in the profits of the partnership in commendam owned by all of the limited partners, unless otherwise provided in the articles or agreement of limited partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/ff2edafd628d30e480f594d3cf79920c218404dfbeb680ace75a9c6666a6c2d0.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ff2edafd628d30e480f594d3cf79920c218404dfbeb680ace75a9c6666a6c2d0",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=107574",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Entity conversion preserves the partnership in commendam's property, liabilities, pending proceedings, governing documents, converted interests, and uninterrupted identity.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-955",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. When a conversion under this Subpart becomes effective, all of the following shall apply: (1) The title to all real and personal property, both tangible and intangible, of the converting entity remains in the surviving entity without transfer, assignment, reversion or impairment. (2) The liabilities of the converting entity remain the liabilities of the surviving entity. (3) A pending action or proceeding by or against the converting entity continues by or against the surviving entity as if the conversion had not occurred without any need for substitution of parties. (4) The provisions included in or attached to the articles of entity conversion in accordance with R.S. 12:1-953(B)(3) become effective as the articles of incorporation, articles of organization, initial report, registered contract of partnership, or registered application for registry of a registered limited liability partnership, as appropriate for the surviving entity. (5) In the case of a surviving entity that is a nonfiling entity, its private organic document becomes effective. (6) The shares or interests of the converting entity are reclassified into shares, interests, other securities, obligations, rights to acquire shares, interests, or other securities, or into cash or other property in accordance with the plan of conversion; and the shareholders or interest holders of the converting entity are entitled only to the rights provided to them under the terms of the conversion and to any appraisal rights they may have under the organic law of the converting entity. (7) The surviving entity is deemed to be all of the following: (a) Incorporated or organized under and subject to the organic law of the surviving entity for all purposes. (b) The same corporation or unincorporated entity without interruption as the converting entity. (c) Incorporated or otherwise organized on the date that the converting entity was originally incorporated or organized.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/675625de4d934350c5d259e3514e46a084d8bcfd8a46c91ebe51b607785f9237.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "675625de4d934350c5d259e3514e46a084d8bcfd8a46c91ebe51b607785f9237",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920377",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-950",
          "quote": "C. A domestic unincorporated entity may become a domestic business corporation or another form of domestic unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity.",
          "role": "unincorporated_source_authorization_and_approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
          "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372"
        },
        {
          "pinpoint": "La. R.S. 12:1-951",
          "quote": "A. A plan of entity conversion must include all of the following: (1) A statement of the type of entity the surviving entity will be and, if it will be a foreign entity, its jurisdiction of organization. (2) The terms and conditions of the conversion. (3) If the converting entity is a domestic business corporation, the manner and basis of converting the shares of the corporation following its conversion into interests or other securities, obligations, rights to acquire interests or other securities, or into cash, other property, or any combination of the foregoing. (4) If the converting entity is an unincorporated entity, the manner and basis of converting the interests in the entity into shares, interests, or other securities, obligations, rights to acquire shares, interests, or other securities, or into cash, other property, or any combination of the foregoing. (5) The full text, as they will be in effect immediately after consummation of the conversion, of the organic documents of the surviving entity.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/6f0c09deb6011870da702e02e3227face741ffda8c92f058ec18a97c6092cff5.html",
          "source_sha256": "6f0c09deb6011870da702e02e3227face741ffda8c92f058ec18a97c6092cff5",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920373"
        },
        {
          "pinpoint": "La. R.S. 12:1-952",
          "quote": "In the case of an entity conversion of a domestic business corporation to a domestic or foreign unincorporated entity, all of the following shall apply: (1) The plan of entity conversion must be adopted by the board of directors. (2) After adopting the plan of entity conversion, the board of directors must submit the plan to the shareholders for their approval. The board of directors must also transmit to the shareholders a recommendation that the shareholders approve the plan, unless the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation or R.S. 12:1-826 applies. If the board of directors makes such a determination or R.S. 12:1-826 applies, the board must transmit to the shareholders the basis for so proceeding. (3) The board of directors may condition its submission of the plan of entity conversion to the shareholders on any basis. (4) If the approval of the shareholders is to be given at a meeting, the corporation must notify each shareholder, whether or not entitled to vote, of the meeting of shareholders at which the plan of entity conversion is to be submitted for approval. The notice must state that the purpose, or one of the purposes, of the meeting is to consider the plan and must contain or be accompanied by a copy or summary of the plan. The notice shall include or be accompanied by a copy of the organic documents as they will be in effect immediately after the entity conversion. (5) Unless the articles of incorporation, or the board of directors acting pursuant to Paragraph (3) of this Section, requires a greater vote, approval of the plan of entity conversion requires the approval of each class or series of shares of the corporation voting as a separate voting group by at least a majority of the votes entitled to be cast on the conversion by that voting group. (6) If any provision of the articles of incorporation, bylaws, or an agreement to which any of the directors or shareholders are parties, adopted, or entered into before January 1, 2015, applies to a merger of the corporation, other than a provision that limits or eliminates voting or appraisal rights, and the document does not refer to an entity conversion of the corporation, the provision shall be deemed to apply to an entity conversion of the corporation until such time as the provision is subsequently amended. (7) If as a result of the conversion one or more shareholders of the corporation would become subject to owner liability for the debts, obligations, or liabilities of any other person or entity, approval of the plan of conversion shall require the signing, by each such shareholder, of a separate written consent to become subject to such owner liability.",
          "role": "corporation_source_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/840520673b8ee1bbce051eb4cb92d375468d698d47690644ae3d2205b2159bc1.html",
          "source_sha256": "840520673b8ee1bbce051eb4cb92d375468d698d47690644ae3d2205b2159bc1",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920374"
        },
        {
          "pinpoint": "La. R.S. 12:1-140",
          "quote": "(24B) \"Unincorporated entity\" means an organization or juridical person that has a separate juridical personality and that is not any of the following: a domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, a foreign government, or any agency or subdivision of a foreign government. In addition, the term includes a general partnership, limited liability company, limited partnership, partnership in commendam, registered limited liability partnership, business trust, joint stock association, and unincorporated nonprofit association, regardless of whether any of those included forms of organization is treated as a juridical person under the relevant organic law.",
          "role": "unincorporated_entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8.html",
          "source_sha256": "221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920192"
        },
        {
          "pinpoint": "La. R.S. 12:1-140",
          "quote": "(4) \"Corporation\", \"domestic corporation\", or \"domestic business corporation\" means a corporation for profit, which is not a foreign corporation, incorporated under or subject to the provisions of this Chapter.",
          "role": "corporation_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8.html",
          "source_sha256": "221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920192"
        },
        {
          "pinpoint": "La. R.S. 12:1-953",
          "quote": "A. After the conversion of a domestic business corporation to a domestic unincorporated entity has been adopted and approved as required by this Subpart, articles of entity conversion shall be signed on behalf of the corporation by any officer or other duly authorized representative. The articles shall do all of the following: (1) Set forth the name of the corporation immediately before the filing of the articles of entity conversion and the name to which the name of the corporation is to be changed, which shall be a name that satisfies the organic law of the surviving entity. (2) State the type of unincorporated entity that the surviving entity will be. (3) Set forth a statement that the plan of entity conversion was duly approved by the shareholders in the manner required by this Subpart and the articles of incorporation. (4) If the surviving entity is a filing entity, either contain all of the provisions required to be set forth in its public organic document and any other desired provisions that are permitted, or have attached such a public organic document; except that, in either case, provisions that would not be required to be included in a restated public organic document may be omitted.",
          "role": "corporation_source_articles",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae.html",
          "source_sha256": "41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375"
        },
        {
          "pinpoint": "La. R.S. 12:1-953",
          "quote": "B. After the conversion of a domestic unincorporated entity to a domestic business corporation or to another form of domestic unincorporated entity has been adopted and approved as required by the organic law of the converting entity, articles of entity conversion shall be signed on behalf of the converting entity by an officer or other duly authorized partner, member, manager or other representative. The articles shall do all of the following: (1) Set forth the name of the converting entity immediately before the filing of the articles of entity conversion and the name to which the name of the converting entity is to be changed, which shall be a name that satisfies the requirements of the organic law of the surviving entity. (2) Set forth a statement that the plan of entity conversion was duly approved in accordance with the organic law of the converting entity. (3) Satisfy one of the following requirements concerning the provisions required by law to be included in the organic document of the surviving entity and, if required, in its initial report, do either of the following: (a) If the surviving entity is a domestic business corporation, the articles of entity conversion shall either contain all of the provisions that R.S. 12:1-202(A) requires to be set forth in articles of incorporation and any other desired provisions that R.S. 12:1-202(B) permits to be included in articles of incorporation, or have attached articles of incorporation; except that, in either case, provisions that would not be required to be included in restated articles of incorporation of a domestic business corporation may be omitted. (b) If the surviving entity is a domestic filing entity, either contain all of the provisions required to be set forth in its public organic document and any other desired provisions that are permitted, or have attached such a public organic document; except that, in either case, provisions that would not be required to be included in a restated public organic document may be omitted.",
          "role": "unincorporated_source_articles",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae.html",
          "source_sha256": "41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375"
        },
        {
          "pinpoint": "La. R.S. 12:1-953",
          "quote": "D. The articles of entity conversion shall be delivered to the secretary of state for filing, and shall take effect at the effective time provided in R.S. 12:1-123. Articles of entity conversion under Subsection A or B of this Section may be combined with any required conversion filing under the organic law of the domestic unincorporated entity if the combined filing satisfies the requirements of both this Section and the other organic law.",
          "role": "filing_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae.html",
          "source_sha256": "41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375"
        },
        {
          "pinpoint": "La. R.S. 12:1601",
          "quote": "One form of domestic business entity may convert to another form of domestic business entity as provided in the Business Corporation Act. This authorization of domestic entity conversions does not limit the other forms of transaction authorized by the Business Corporation Act.",
          "role": "covered_entity_authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bafc795ba0fcdef2103208f7c7e32975cddc53469ec8c8355dd456d9d5a6a1d0.html",
          "source_sha256": "bafc795ba0fcdef2103208f7c7e32975cddc53469ec8c8355dd456d9d5a6a1d0",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=409517"
        },
        {
          "pinpoint": "La. R.S. 12:1602",
          "quote": "Terms that are defined in the Business Corporation Act have the same meaning in this Chapter as in that Act. As used in this Chapter: (1) \"Allowed update rule\" means a rule of a licensing body allowed by R.S.12:1604(B) or (C). (2) \"Business entity\" means any of the following business organizations: business corporation, limited liability company, partnership, partnership in commendam, and registered limited liability partnership. (3) \"Converting entity\" means a domestic business corporation or domestic unincorporated entity as it exists before the effective date of an entity conversion under the Business Corporation Act. (4) \"Domestic business entity\" means a business entity that is incorporated, organized, or formed under the laws of this state. (5) \"License\" means any license, permit, or certificate issued by any board, commission, or agency of the state or any of its political subdivisions. (6) \"Licensing body\" means the board, commission, or agency of the state or any of its political subdivisions that issues a license. (7) \"Publicly traded entity\" means a business entity that is the issuer of shares, ownership interests, or other securities that are listed on a national securities exchange or regularly traded in a market maintained by one or more members of a national securities association. (8) \"Surviving entity\" means a domestic business corporation or domestic unincorporated entity as it exists immediately after the consummation of an entity conversion under the Business Corporation Act.",
          "role": "covered_entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/d7edb776654770df55387e142f2522fa251629a132120c42bfa878a4439d638a.html",
          "source_sha256": "d7edb776654770df55387e142f2522fa251629a132120c42bfa878a4439d638a",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=409518"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A domestic business corporation or another domestic unincorporated entity may convert into a domestic Louisiana partnership in commendam.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-950",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-951",
          "quote": "A. A plan of entity conversion must include all of the following: (1) A statement of the type of entity the surviving entity will be and, if it will be a foreign entity, its jurisdiction of organization. (2) The terms and conditions of the conversion. (3) If the converting entity is a domestic business corporation, the manner and basis of converting the shares of the corporation following its conversion into interests or other securities, obligations, rights to acquire interests or other securities, or into cash, other property, or any combination of the foregoing. (4) If the converting entity is an unincorporated entity, the manner and basis of converting the interests in the entity into shares, interests, or other securities, obligations, rights to acquire shares, interests, or other securities, or into cash, other property, or any combination of the foregoing. (5) The full text, as they will be in effect immediately after consummation of the conversion, of the organic documents of the surviving entity.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/6f0c09deb6011870da702e02e3227face741ffda8c92f058ec18a97c6092cff5.html",
          "source_sha256": "6f0c09deb6011870da702e02e3227face741ffda8c92f058ec18a97c6092cff5",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920373"
        },
        {
          "pinpoint": "La. R.S. 9:3444",
          "quote": "(2) A domestic partnership in commendam party to a proposed merger or consolidation shall have the agreement of merger or consolidation approved by all general partners and by the limited partners who own more than a majority of the then current percentage or other interest in the profits of the partnership in commendam owned by all of the limited partners, unless otherwise provided in the articles or agreement of limited partnership.",
          "role": "approval_threshold",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/ff2edafd628d30e480f594d3cf79920c218404dfbeb680ace75a9c6666a6c2d0.html",
          "source_sha256": "ff2edafd628d30e480f594d3cf79920c218404dfbeb680ace75a9c6666a6c2d0",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=107574"
        },
        {
          "pinpoint": "La. R.S. 12:1-953",
          "quote": "B. After the conversion of a domestic unincorporated entity to a domestic business corporation or to another form of domestic unincorporated entity has been adopted and approved as required by the organic law of the converting entity, articles of entity conversion shall be signed on behalf of the converting entity by an officer or other duly authorized partner, member, manager or other representative. The articles shall do all of the following: (1) Set forth the name of the converting entity immediately before the filing of the articles of entity conversion and the name to which the name of the converting entity is to be changed, which shall be a name that satisfies the requirements of the organic law of the surviving entity. (2) Set forth a statement that the plan of entity conversion was duly approved in accordance with the organic law of the converting entity. (3) Satisfy one of the following requirements concerning the provisions required by law to be included in the organic document of the surviving entity and, if required, in its initial report, do either of the following: (a) If the surviving entity is a domestic business corporation, the articles of entity conversion shall either contain all of the provisions that R.S. 12:1-202(A) requires to be set forth in articles of incorporation and any other desired provisions that R.S. 12:1-202(B) permits to be included in articles of incorporation, or have attached articles of incorporation; except that, in either case, provisions that would not be required to be included in restated articles of incorporation of a domestic business corporation may be omitted. (b) If the surviving entity is a domestic filing entity, either contain all of the provisions required to be set forth in its public organic document and any other desired provisions that are permitted, or have attached such a public organic document; except that, in either case, provisions that would not be required to be included in a restated public organic document may be omitted.",
          "role": "articles_requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae.html",
          "source_sha256": "41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375"
        },
        {
          "pinpoint": "La. R.S. 12:1-953",
          "quote": "D. The articles of entity conversion shall be delivered to the secretary of state for filing, and shall take effect at the effective time provided in R.S. 12:1-123. Articles of entity conversion under Subsection A or B of this Section may be combined with any required conversion filing under the organic law of the domestic unincorporated entity if the combined filing satisfies the requirements of both this Section and the other organic law.",
          "role": "articles_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae.html",
          "source_sha256": "41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375"
        },
        {
          "pinpoint": "La. R.S. 12:1601",
          "quote": "One form of domestic business entity may convert to another form of domestic business entity as provided in the Business Corporation Act. This authorization of domestic entity conversions does not limit the other forms of transaction authorized by the Business Corporation Act.",
          "role": "covered_entity_authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/bafc795ba0fcdef2103208f7c7e32975cddc53469ec8c8355dd456d9d5a6a1d0.html",
          "source_sha256": "bafc795ba0fcdef2103208f7c7e32975cddc53469ec8c8355dd456d9d5a6a1d0",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=409517"
        },
        {
          "pinpoint": "La. R.S. 12:1602",
          "quote": "Terms that are defined in the Business Corporation Act have the same meaning in this Chapter as in that Act. As used in this Chapter: (1) \"Allowed update rule\" means a rule of a licensing body allowed by R.S.12:1604(B) or (C). (2) \"Business entity\" means any of the following business organizations: business corporation, limited liability company, partnership, partnership in commendam, and registered limited liability partnership. (3) \"Converting entity\" means a domestic business corporation or domestic unincorporated entity as it exists before the effective date of an entity conversion under the Business Corporation Act. (4) \"Domestic business entity\" means a business entity that is incorporated, organized, or formed under the laws of this state. (5) \"License\" means any license, permit, or certificate issued by any board, commission, or agency of the state or any of its political subdivisions. (6) \"Licensing body\" means the board, commission, or agency of the state or any of its political subdivisions that issues a license. (7) \"Publicly traded entity\" means a business entity that is the issuer of shares, ownership interests, or other securities that are listed on a national securities exchange or regularly traded in a market maintained by one or more members of a national securities association. (8) \"Surviving entity\" means a domestic business corporation or domestic unincorporated entity as it exists immediately after the consummation of an entity conversion under the Business Corporation Act.",
          "role": "covered_entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/d7edb776654770df55387e142f2522fa251629a132120c42bfa878a4439d638a.html",
          "source_sha256": "d7edb776654770df55387e142f2522fa251629a132120c42bfa878a4439d638a",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=409518"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A domestic Louisiana partnership in commendam may convert to a domestic business corporation or another form of domestic unincorporated entity.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-950",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "C. A domestic unincorporated entity may become a domestic business corporation or another form of domestic unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity.",
      "readiness": "ready",
      "reason_code": null,
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      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No authorization was located for a foreign limited partnership to become a domestic Louisiana partnership in commendam through a same-type jurisdictional move.",
      "fetch_event_id": null,
      "pinpoint": null,
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      "publish_status": "publish_ready",
      "quote": null,
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      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No authorization was located for a domestic Louisiana partnership in commendam to move to another jurisdiction while remaining the same entity type.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-950",
          "quote": "A. A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion.",
          "role": "corporation_source_authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
          "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372"
        },
        {
          "pinpoint": "La. R.S. 12:1-950",
          "quote": "C. A domestic unincorporated entity may become a domestic business corporation or another form of domestic unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity.",
          "role": "unincorporated_source_authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
          "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372"
        },
        {
          "pinpoint": "La. R.S. 12:1-140",
          "quote": "(4) \"Corporation\", \"domestic corporation\", or \"domestic business corporation\" means a corporation for profit, which is not a foreign corporation, incorporated under or subject to the provisions of this Chapter.",
          "role": "corporation_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8.html",
          "source_sha256": "221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920192"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The listed domestic entity types may convert into a domestic Louisiana partnership in commendam; the statute does not extend this route to foreign different-type entities.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-140",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(24B) \"Unincorporated entity\" means an organization or juridical person that has a separate juridical personality and that is not any of the following: a domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, a foreign government, or any agency or subdivision of a foreign government. In addition, the term includes a general partnership, limited liability company, limited partnership, partnership in commendam, registered limited liability partnership, business trust, joint stock association, and unincorporated nonprofit association, regardless of whether any of those included forms of organization is treated as a juridical person under the relevant organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920192",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-950",
          "quote": "C. A domestic unincorporated entity may become a domestic business corporation or another form of domestic unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity.",
          "role": "conversion_authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
          "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A domestic Louisiana partnership in commendam may convert into the listed domestic entity types; the statute does not extend this route to a foreign different-type entity.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-140",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(24B) \"Unincorporated entity\" means an organization or juridical person that has a separate juridical personality and that is not any of the following: a domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, a foreign government, or any agency or subdivision of a foreign government. In addition, the term includes a general partnership, limited liability company, limited partnership, partnership in commendam, registered limited liability partnership, business trust, joint stock association, and unincorporated nonprofit association, regardless of whether any of those included forms of organization is treated as a juridical person under the relevant organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "221fc512e4fef2ade8cd2eb250b3bc337afe98fcfc2ec87309b0e76c568f38a8",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920192",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The filing-fee locator for conversion from or to a Louisiana partnership, including a partnership in commendam, is La. R.S. 49:222(B)(6); the amount is not reproduced here.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 49:222",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(6) One hundred dollars for conversion from or to a partnership, including the conversion of a limited liability company from or to a partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/40feafcb71b7fc16be420d19f13d5d2844d0db3904911dab72a5586695494c7e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "40feafcb71b7fc16be420d19f13d5d2844d0db3904911dab72a5586695494c7e",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=103670",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-951",
          "quote": "A. A plan of entity conversion must include all of the following: (1) A statement of the type of entity the surviving entity will be and, if it will be a foreign entity, its jurisdiction of organization. (2) The terms and conditions of the conversion. (3) If the converting entity is a domestic business corporation, the manner and basis of converting the shares of the corporation following its conversion into interests or other securities, obligations, rights to acquire interests or other securities, or into cash, other property, or any combination of the foregoing. (4) If the converting entity is an unincorporated entity, the manner and basis of converting the interests in the entity into shares, interests, or other securities, obligations, rights to acquire shares, interests, or other securities, or into cash, other property, or any combination of the foregoing. (5) The full text, as they will be in effect immediately after consummation of the conversion, of the organic documents of the surviving entity.",
          "role": "conversion_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/6f0c09deb6011870da702e02e3227face741ffda8c92f058ec18a97c6092cff5.html",
          "source_sha256": "6f0c09deb6011870da702e02e3227face741ffda8c92f058ec18a97c6092cff5",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920373"
        },
        {
          "pinpoint": "La. R.S. 12:1-953",
          "quote": "D. The articles of entity conversion shall be delivered to the secretary of state for filing, and shall take effect at the effective time provided in R.S. 12:1-123. Articles of entity conversion under Subsection A or B of this Section may be combined with any required conversion filing under the organic law of the domestic unincorporated entity if the combined filing satisfies the requirements of both this Section and the other organic law.",
          "role": "articles_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae.html",
          "source_sha256": "41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Louisiana uses a plan of entity conversion and filed articles of entity conversion for a partnership-in-commendam conversion.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1-953",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "B. After the conversion of a domestic unincorporated entity to a domestic business corporation or to another form of domestic unincorporated entity has been adopted and approved as required by the organic law of the converting entity, articles of entity conversion shall be signed on behalf of the converting entity by an officer or other duly authorized partner, member, manager or other representative. The articles shall do all of the following: (1) Set forth the name of the converting entity immediately before the filing of the articles of entity conversion and the name to which the name of the converting entity is to be changed, which shall be a name that satisfies the requirements of the organic law of the surviving entity. (2) Set forth a statement that the plan of entity conversion was duly approved in accordance with the organic law of the converting entity. (3) Satisfy one of the following requirements concerning the provisions required by law to be included in the organic document of the surviving entity and, if required, in its initial report, do either of the following: (a) If the surviving entity is a domestic business corporation, the articles of entity conversion shall either contain all of the provisions that R.S. 12:1-202(A) requires to be set forth in articles of incorporation and any other desired provisions that R.S. 12:1-202(B) permits to be included in articles of incorporation, or have attached articles of incorporation; except that, in either case, provisions that would not be required to be included in restated articles of incorporation of a domestic business corporation may be omitted. (b) If the surviving entity is a domestic filing entity, either contain all of the provisions required to be set forth in its public organic document and any other desired provisions that are permitted, or have attached such a public organic document; except that, in either case, provisions that would not be required to be included in a restated public organic document may be omitted.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "41da5ad1f8d5267fda1cd1aa32ae512364745113c6b3597abb4c9f6ef92dacae",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No paired-jurisdiction authorization rule was stated for limited-partnership conversion or domestication because the located conversion route is domestic-only and no same-type move was located.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No redomiciliation term was stated for a Louisiana partnership in commendam in the complete transaction and organic-law search.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "78346141718cded321ec2a7e729f68ee71090367913990caa80b633d46ca949e",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#LA.lp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "La. R.S. 12:1-955",
          "quote": "E. The provisions of R.S. 12:1603 and 12:1604, concerning tax filing requirements and professional licenses, apply in either of the following cases of an entity conversion: (1) By a domestic business corporation to a domestic unincorporated entity. (2) By a domestic unincorporated entity to a domestic business corporation or to another form of domestic unincorporated entity.",
          "role": "conversion_tax_rule_application",
          "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/675625de4d934350c5d259e3514e46a084d8bcfd8a46c91ebe51b607785f9237.html",
          "source_sha256": "675625de4d934350c5d259e3514e46a084d8bcfd8a46c91ebe51b607785f9237",
          "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920377"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A short-period tax return is required for a partnership-in-commendam entity conversion if the surviving entity's tax classification differs from the converting entity's classification.",
      "fetch_event_id": null,
      "pinpoint": "La. R.S. 12:1603",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Short period tax returns shall be filed for the converting entity as required by Title 47 of the Revised Statutes if the surviving entity's tax classification is different from the converting entity's tax classification.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/LA/snapshots/c50/LA/5025e4705c973f762af4295e3b5097ebae4f28e45187e5e881ba73550e913721.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5025e4705c973f762af4295e3b5097ebae4f28e45187e5e881ba73550e913721",
      "source_url": "https://www.legis.la.gov/legis/Law.aspx?d=409519",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MA.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Mass. Gen. Laws ch. 156D, §9.21(1)-(7)",
          "quote": "(5) Unless (1) a greater percentage vote, or one or more additional separate voting groups, is required by the articles of organization, pursuant to subsection (a) of section 7.27, by the bylaws, pursuant to section 10.21, or by the board of directors, acting pursuant to paragraph (3), or (2) the articles provide for a lesser percentage vote, in accordance with subsection (b) of section 7.27, approval of the plan of domestication requires approval by two-thirds of all the shares entitled generally to vote on the matter by the articles of organization, and in addition two-thirds of the shares in any voting group entitled to vote separately on the matter by this chapter, by the articles, by the bylaws, or by action of the board of directors pursuant to subsection (c) of section 9.21.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/c50/MA/eeb9ece344e0fb1b1d2a34c2ee9ea8f18fc9ddeffade22f98d64ff430ba4906c.html",
          "source_sha256": "eeb9ece344e0fb1b1d2a34c2ee9ea8f18fc9ddeffade22f98d64ff430ba4906c",
          "source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.21"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "The board adopts and submits the plan; shareholder voting follows the statutory percentage and voting-group rules, with separate consent for new owner liability on conversion.",
      "fetch_event_id": null,
      "pinpoint": "Mass. Gen. Laws ch. 156D, §9.52(1)-(8)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(8) If as a result of the conversion one or more shareholders of the corporation would become subject to owner liability for the debts, obligations or liabilities of any other person or entity, approval of the plan of conversion shall require the execution, by each such shareholder who does not assert appraisal rights, of a separate written consent to become subject to such owner liability.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/c50/MA/f051f0c08af3b94f17d6c9578765a623fc9fde2437fe16b73099d0f09976e5ac.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f051f0c08af3b94f17d6c9578765a623fc9fde2437fe16b73099d0f09976e5ac",
      "source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.52",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MA.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Mass. Gen. Laws ch. 156D, §9.24(a)(1)-(6)",
          "quote": "(1) the title to all real and personal property, both tangible and intangible, of the corporation remains in the corporation without reversion or impairment;",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/c50/MA/17c2d5c8c39660f83040da4714a741c0332dbb8956165c9f09c87965b3633695.html",
          "source_sha256": "17c2d5c8c39660f83040da4714a741c0332dbb8956165c9f09c87965b3633695",
          "source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.24"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "For domestic conversion or inbound domestication, property and liabilities continue and the survivor is the same corporation or entity without interruption.",
      "fetch_event_id": null,
      "pinpoint": "Mass. Gen. Laws ch. 156D, §9.55(a)(1)-(7)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(ii) be the same corporation or other entity without interruption as the converting entity that existed prior to the conversion;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/c50/MA/2c350c9e2c4804965c44166799297708440ed20aecfbf2dc76fdde3bd7509855.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2c350c9e2c4804965c44166799297708440ed20aecfbf2dc76fdde3bd7509855",
      "source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.55",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MA.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "A domestic other entity may convert to a Massachusetts corporation; a foreign other entity may do so if its organic law authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "Mass. Gen. Laws ch. 156D, §9.50(c)-(d)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) A domestic other entity may become a domestic business corporation. Section 9.55 governs the effect of converting to a domestic business corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/c50/MA/29a74818f9f6c46cb3ba71878028083a561c54e6aa2dfdc5e9df60611e4bc1bc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "29a74818f9f6c46cb3ba71878028083a561c54e6aa2dfdc5e9df60611e4bc1bc",
      "source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.50",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MA.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "A Massachusetts business corporation may convert to a domestic other entity or, if destination law permits, a foreign other entity.",
      "fetch_event_id": null,
      "pinpoint": "Mass. Gen. Laws ch. 156D, §9.50(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic business corporation may become a domestic other entity pursuant to a plan of entity conversion. If the organic law of the other entity does not provide for such a conversion, section 9.55 governs the effect of converting to that form of entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/c50/MA/29a74818f9f6c46cb3ba71878028083a561c54e6aa2dfdc5e9df60611e4bc1bc.html",
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    "structuring:pp-conversion-domestication#MA.corp.domestication_inbound": {
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        {
          "pinpoint": "Mass. Gen. Laws ch. 156D, §9.22(a)-(c)",
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      "additional_sources": [
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    },
    "structuring:pp-conversion-domestication#MA.llc.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "Mass. Gen. Laws ch. 156D, §1.40, definition of Other entity",
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      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "A domestic Massachusetts LLC, as a domestic other entity, may convert to a domestic Massachusetts business corporation.",
      "fetch_event_id": null,
      "pinpoint": "Mass. Gen. Laws ch. 156D, §9.50(c)",
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      "publish_status": "publish_ready",
      "quote": "(c) A domestic other entity may become a domestic business corporation. Section 9.55 governs the effect of converting to a domestic business corporation.",
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    },
    "structuring:pp-conversion-domestication#MA.llc.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Mass. Gen. Laws ch. 156D, §9.20(a)-(b), corporation-only domestication",
          "quote": "(a) A foreign business corporation may become a domestic business corporation only if the domestication is permitted by the organic law of the foreign corporation. The laws of the commonwealth shall govern the effect of domesticating in the commonwealth pursuant to this subdivision.",
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          "source_sha256": "6ec0d0d3c17be76bbe872dd9001164b6e30ace684ca52f61d731d332d432d79d",
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      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary chapter inventories with complete official section-body sets searched",
      "display": "No same-form inbound domestication authorization for a Massachusetts LLC was located after complete searches of the LLC and LP acts; §9.20 is corporation-only.",
      "fetch_event_id": null,
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    "structuring:pp-conversion-domestication#MA.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Mass. Gen. Laws ch. 156D, §9.20(a)-(b), corporation-only domestication",
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      "capture_date": "2026-10-03",
      "claim_type": "primary chapter inventories with complete official section-body sets searched",
      "display": "No same-form outbound domestication authorization for a Massachusetts LLC was located after complete searches of the LLC and LP acts; §9.20 is corporation-only.",
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    "structuring:pp-conversion-domestication#MA.llc.eligible_source_types": {
      "additional_sources": [
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          "pinpoint": "Mass. Gen. Laws ch. 156D, §9.50(a)",
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      "display": "Inbound sources include domestic corporations and the associations, trusts, partnerships, LPs, and registered LLPs listed in ch. 156C, §69(a).",
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      "quote": "Section 69. (a) As used in this section the term ''other business entity'' shall mean an association or trust as defined in section 1 of chapter 182, and a partnership, whether general or limited and whether domestic or foreign as each may be defined in section 6 of chapter 108A or section 1 of chapter 109, including a foreign or domestic registered limited liability partnership as defined in section 2 of said chapter 108A.",
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    "structuring:pp-conversion-domestication#MA.llc.eligible_target_types": {
      "additional_sources": [
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          "pinpoint": "Mass. Gen. Laws ch. 156D, §1.40",
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      "display": "The located outbound procedure permits a domestic Massachusetts LLC to convert to a domestic Massachusetts business corporation.",
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    "structuring:pp-conversion-domestication#MA.llc.instrument": {
      "additional_sources": [
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          "pinpoint": "Mass. Gen. Laws ch. 156D, §9.53(b), (d)",
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      "display": "Inbound conversion files a certificate of conversion and certificate of organization; LLC-to-corporation conversion files articles of entity conversion.",
      "fetch_event_id": null,
      "pinpoint": "Mass. Gen. Laws ch. 156C, §69(b)-(c)",
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      "quote": "(1) a certificate of conversion to a limited liability company that has been executed in accordance with section 15;",
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    "structuring:pp-conversion-domestication#MA.llc.tax_clearance": {
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    "structuring:pp-conversion-domestication#MA.lp.approvals": {
      "additional_sources": [
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          "pinpoint": "Mass. Gen. Laws ch. 156D, §9.50(c)",
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      "quote": "(h) Prior to filing a certificate of conversion to a limited liability company with the state secretary, the conversion and the operating agreement of the limited liability company shall be approved by the other business entity in the manner provided in its governing documents or the laws applicable to it for authorization of a merger of the other business entity into a limited liability company or, in the absence of such provisions, in the manner of a sale of all or substantially all of its assets.",
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          "pinpoint": "Mass. Gen. Laws ch. 156D, §9.55(a)(7)(ii)",
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      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "A Massachusetts LP may convert to a domestic Massachusetts LLC under ch. 156C, §69, or to a domestic business corporation under ch. 156D, §9.50(c).",
      "fetch_event_id": null,
      "pinpoint": "Mass. Gen. Laws ch. 156C, §69(a)-(h)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Section 69. (a) As used in this section the term ''other business entity'' shall mean an association or trust as defined in section 1 of chapter 182, and a partnership, whether general or limited and whether domestic or foreign as each may be defined in section 6 of chapter 108A or section 1 of chapter 109, including a foreign or domestic registered limited liability partnership as defined in section 2 of said chapter 108A.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/c50/MA/0799c5d6a995a6cb285539522a7164c90cd5767903a5fcc4615afb8e4409a221.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0799c5d6a995a6cb285539522a7164c90cd5767903a5fcc4615afb8e4409a221",
      "source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MA.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Mass. Gen. Laws ch. 156D, §9.20(a)-(b), corporation-only domestication",
          "quote": "(a) A foreign business corporation may become a domestic business corporation only if the domestication is permitted by the organic law of the foreign corporation. The laws of the commonwealth shall govern the effect of domesticating in the commonwealth pursuant to this subdivision.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/c50/MA/6ec0d0d3c17be76bbe872dd9001164b6e30ace684ca52f61d731d332d432d79d.html",
          "source_sha256": "6ec0d0d3c17be76bbe872dd9001164b6e30ace684ca52f61d731d332d432d79d",
          "source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.20"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary chapter inventories with complete official section-body sets searched",
      "display": "No same-form inbound domestication authorization for a Massachusetts limited partnership was located after complete searches of the LLC and LP acts; §9.20 is corporation-only.",
      "fetch_event_id": null,
      "pinpoint": "Complete current Chapter 156C section inventory and section-body set",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/ma-code-ch156c-llc-act.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ff95cc39553ec962a85dd19fedc959702d8efc4d877e4f58154ac51eed9ad982",
      "source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MA.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Mass. Gen. Laws ch. 156D, §9.20(a)-(b), corporation-only domestication",
          "quote": "(a) A foreign business corporation may become a domestic business corporation only if the domestication is permitted by the organic law of the foreign corporation. The laws of the commonwealth shall govern the effect of domesticating in the commonwealth pursuant to this subdivision.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/c50/MA/6ec0d0d3c17be76bbe872dd9001164b6e30ace684ca52f61d731d332d432d79d.html",
          "source_sha256": "6ec0d0d3c17be76bbe872dd9001164b6e30ace684ca52f61d731d332d432d79d",
          "source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.20"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary chapter inventories with complete official section-body sets searched",
      "display": "No same-form outbound domestication authorization for a Massachusetts limited partnership was located after complete searches of the LLC and LP acts; §9.20 is corporation-only.",
      "fetch_event_id": null,
      "pinpoint": "Complete current Chapter 156C section inventory and section-body set",
      "public_reason": null,
      "publish_status": "publish_ready",
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      "readiness": "ready",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/ma-code-ch156c-llc-act.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ff95cc39553ec962a85dd19fedc959702d8efc4d877e4f58154ac51eed9ad982",
      "source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MA.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Mass. Gen. Laws ch. 156D, §1.40",
          "quote": "''Other entity'', any association or entity other than a domestic or foreign business corporation, a domestic or foreign nonprofit corporation or a governmental or quasi-governmental organization. The term includes, without limitation, limited partnerships, general partnerships, limited liability partnerships, limited liability companies, joint ventures, joint stock companies, business trusts and profit and not-for-profit unincorporated associations.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/ma-code-ch156d-sec140-definitions.html",
          "source_sha256": "959db1d6703a68927ab93c73499389c7b306dc5feabbeb11cf215f2bc79ce0b7",
          "source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section1.40"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "The located inbound conversion procedure permits a domestic Massachusetts business corporation to convert to a domestic Massachusetts LP.",
      "fetch_event_id": null,
      "pinpoint": "Mass. Gen. Laws ch. 156D, §9.50(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic business corporation may become a domestic other entity pursuant to a plan of entity conversion. If the organic law of the other entity does not provide for such a conversion, section 9.55 governs the effect of converting to that form of entity.",
      "readiness": "ready",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/c50/MA/29a74818f9f6c46cb3ba71878028083a561c54e6aa2dfdc5e9df60611e4bc1bc.html",
      "snapshot_resolved": true,
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      "source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.50",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MA.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Mass. Gen. Laws ch. 156D, §9.50(c)",
          "quote": "(c) A domestic other entity may become a domestic business corporation. Section 9.55 governs the effect of converting to a domestic business corporation.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/c50/MA/29a74818f9f6c46cb3ba71878028083a561c54e6aa2dfdc5e9df60611e4bc1bc.html",
          "source_sha256": "29a74818f9f6c46cb3ba71878028083a561c54e6aa2dfdc5e9df60611e4bc1bc",
          "source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.50"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "The located outbound procedures permit an LP to convert to a domestic Massachusetts LLC or business corporation.",
      "fetch_event_id": null,
      "pinpoint": "Mass. Gen. Laws ch. 156C, §69(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Section 69. (a) As used in this section the term ''other business entity'' shall mean an association or trust as defined in section 1 of chapter 182, and a partnership, whether general or limited and whether domestic or foreign as each may be defined in section 6 of chapter 108A or section 1 of chapter 109, including a foreign or domestic registered limited liability partnership as defined in section 2 of said chapter 108A.",
      "readiness": "ready",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/c50/MA/0799c5d6a995a6cb285539522a7164c90cd5767903a5fcc4615afb8e4409a221.html",
      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MA.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary agency fee locator",
      "display": "The official Corporations Division fee schedule lists conversion and charter-surrender filing fees; the amount is not included.",
      "fetch_event_id": null,
      "pinpoint": "Corporations Division Filing Fees, domestic business-corporation rows for conversion and charter surrender",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Articles of Consolidation / Merger / Conversion / Share Exchange",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/ma-sec-corpdiv-filing-fees.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "607afaa4704b69e9cdf9044eff4e3176d603eb494f1822a1882c18014316eb40",
      "source_url": "https://www.sec.state.ma.us/divisions/corporations/general-information/corporations-filing-fees.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MA.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Mass. Gen. Laws ch. 156D, §9.53(b), (d)",
          "quote": "(d) The articles of entity conversion shall be delivered to the secretary of state for filing, and shall take effect at the effective time provided in section 1.23.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/c50/MA/5f2fec09f7a3d6c1fd8d1e1ebb7c2af770734bfcef1985e8d0f8fda21b1abb9c.html",
          "source_sha256": "5f2fec09f7a3d6c1fd8d1e1ebb7c2af770734bfcef1985e8d0f8fda21b1abb9c",
          "source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.53"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "LP-to-LLC conversion files a certificate of conversion and certificate of organization; LP-to-corporation conversion files articles of entity conversion.",
      "fetch_event_id": null,
      "pinpoint": "Mass. Gen. Laws ch. 156C, §69(b)-(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) a certificate of conversion to a limited liability company that has been executed in accordance with section 15;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/c50/MA/0799c5d6a995a6cb285539522a7164c90cd5767903a5fcc4615afb8e4409a221.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0799c5d6a995a6cb285539522a7164c90cd5767903a5fcc4615afb8e4409a221",
      "source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MA.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "complete primary conversion provisions searched",
      "display": "The conversion provisions reaching a Massachusetts limited partnership state no general requirement that another jurisdiction's law permit the transaction.",
      "fetch_event_id": null,
      "pinpoint": "Mass. Gen. Laws ch. 156C, §69 and ch. 156D, §9.50, complete text",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/c50/MA/0799c5d6a995a6cb285539522a7164c90cd5767903a5fcc4615afb8e4409a221.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0799c5d6a995a6cb285539522a7164c90cd5767903a5fcc4615afb8e4409a221",
      "source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MA.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary chapter inventories with complete official section-body sets searched",
      "display": "No redomiciliation term for a same-form jurisdictional move by a Massachusetts limited partnership is stated in the complete LLC or LP acts.",
      "fetch_event_id": null,
      "pinpoint": "Complete current Chapters 156C and 109 section-body sets",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/ma-code-ch156c-llc-act.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ff95cc39553ec962a85dd19fedc959702d8efc4d877e4f58154ac51eed9ad982",
      "source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MA.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "complete primary transaction provisions searched",
      "display": "The complete conversion and domestication provisions reaching this entity type state no tax-clearance, tax-payment, or tax-good-standing condition.",
      "fetch_event_id": null,
      "pinpoint": "Complete conversion and domestication provisions searched for tax",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MA/snapshots/c50/MA/0799c5d6a995a6cb285539522a7164c90cd5767903a5fcc4615afb8e4409a221.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0799c5d6a995a6cb285539522a7164c90cd5767903a5fcc4615afb8e4409a221",
      "source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Outbound approval generally requires board action, notice, and two-thirds of votes entitled to be cast; inbound approval follows the source entity's governing rules.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 3-902(a)-(f)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A conversion of a Maryland corporation to an other entity shall be approved in the manner provided by this section and in accordance with any additional requirements set forth in the Maryland corporation’s charter. (b) A conversion of a Maryland corporation need be approved only by a majority of its board of directors if there is no stock outstanding or subscribed for. (c) The board of directors of a Maryland corporation that proposes to convert to an other entity shall: (1) Adopt a resolution declaring that the proposed conversion is advisable on substantially the terms and conditions set forth or referred to in the resolution; and (2) Direct that the proposed conversion be submitted for consideration at an annual or a special meeting of the stockholders. (d) Notice stating that a purpose of the meeting will be to act on the proposed conversion shall be given by the corporation in the manner required by Title 2 of this article to: (1) Each of its stockholders entitled to vote on the proposed transaction; and (2) Each of its stockholders not entitled to vote on the proposed transaction. (e) The proposed conversion shall be approved by the stockholders of the Maryland corporation by the affirmative vote of two–thirds of all the votes entitled to be cast on the matter. (f) A conversion of an other entity to a Maryland corporation shall be approved in the manner and by the vote required by its governing document and the laws of the place in which it is incorporated or organized.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/9f29442d6805326635b3c717f848ba10ef08ed63a7c1fdfd8247d573905cd617.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9f29442d6805326635b3c717f848ba10ef08ed63a7c1fdfd8247d573905cd617",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=3-902&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The converted entity is the same continuing entity; assets vest, obligations and liens continue, and pending proceedings may continue or substitute the resulting entity.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 3-904(b)-(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) (1) This subsection applies on the completion of the conversion of a Maryland corporation to an other entity. (2) The Maryland corporation shall cease to exist as a Maryland corporation and shall continue to exist as the other entity into which the Maryland corporation has converted, and the other entity, for all purposes of the laws of this State, shall be deemed to be the same entity as the converting Maryland corporation. (3) (i) All the assets of the Maryland corporation, including any legacies that it would have been capable of taking, shall vest in and devolve on the other entity without further act or deed and shall be the property of the other entity, and the title to any real property vested by deed or otherwise in the Maryland corporation shall not revert or be in any way impaired by reason of a conversion under this subtitle. (ii) The conversion of the Maryland corporation to an other entity does not affect, invalidate, terminate, suspend, or nullify any licenses, permits, or registrations granted to the Maryland corporation before the conversion. (iii) Confirmatory deeds, assignments, or similar instruments to evidence the conversion may be executed and delivered at any time in the name of the Maryland corporation by its last acting officers or by the appropriate authorized persons, partners, trustees, or members of the other entity. (4) (i) The other entity shall be liable for all the debts and obligations of the Maryland corporation. (ii) An existing claim, action, or proceeding pending by or against the Maryland corporation may be prosecuted to judgment as if the conversion had not taken place, or, on motion of the other entity or any party, the other entity may be substituted as a party and a judgment against the Maryland corporation constitutes a lien on the property of the other entity. (iii) A conversion does not impair the rights of creditors or any liens on the property of the Maryland corporation. (5) Subject to the treatment of the ownership interests of the stockholders of the Maryland corporation under the articles of conversion and to the rights of an objecting stockholder under § 3–202 of this title, the ownership interests of the stockholders of the Maryland corporation cease to exist as stock in the converted Maryland corporation and continue to exist as ownership interests in the other entity. (6) The conversion of the Maryland corporation to an other entity in accordance with articles of conversion under this subtitle does not affect any debts, obligations, or liabilities of the Maryland corporation or the personal liability of any person incurred before the conversion. (7) Unless otherwise provided in the articles of conversion, the converting Maryland corporation is not required to wind up its affairs or pay its liabilities and distribute its assets, and the conversion does not constitute dissolution or a transfer of assets or liabilities of the Maryland corporation. (8) A person becomes liable for any obligation incurred by the Maryland corporation before the completion of the conversion only to the extent provided for by the laws applicable to the other entity. (c) (1) This subsection applies on the conversion of an other entity to a Maryland corporation. (2) The Maryland corporation, for all purposes of the laws of this State, shall be deemed to be the same entity as the converting other entity. (3) (i) All the assets of the other entity, including any legacies that it would have been capable of taking, vest in and devolve on the Maryland corporation without further act or deed and shall be the property of the Maryland corporation, and the title to any real property vested by deed or otherwise in the other entity shall not revert or be in any way impaired by reason of a conversion under this subtitle. (ii) The conversion of the other entity to a Maryland corporation does not affect, invalidate, terminate, suspend, or nullify any licenses, permits, or registrations granted to the other entity before the conversion. (iii) Confirmatory deeds, assignments, or similar instruments to evidence the conversion may be executed and delivered at any time in the name of the other entity by the appropriate authorized persons, partners, officers, trustees, or members of the other entity or by the officers of the Maryland corporation. (4) (i) The Maryland corporation shall be liable for all the debts and obligations of the other entity. (ii) An existing claim, action, or proceeding pending by or against the other entity may be prosecuted to judgment as if the conversion had not taken place, or, on motion of the other entity or any party, the Maryland corporation may be substituted as a party and a judgment against the other entity constitutes a lien on the property of the Maryland corporation. (iii) A conversion does not impair the rights of creditors or any liens on the property of the other entity. (5) The conversion of an other entity to a Maryland corporation in accordance with articles of conversion under this subtitle does not affect any debts, obligations, or liabilities of the other entity or the personal liability of any person incurred before the completion of the conversion. (6) A person remains liable for any obligation incurred by the other entity before the completion of the conversion only to the extent that the person would have been liable if the conversion had not occurred. (7) Subject to the treatment of the ownership interests of the owners of the other entity under the articles of conversion, the ownership interests of the owners of the other entity cease to exist as ownership interests in the converted other entity and continue to exist as shares of stock in the Maryland corporation.",
      "readiness": "ready",
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      "rendered": "value",
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      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "34ed1b3d5786896cafca98b9d75deeefe15bd434b49688effacae3dc03d46049",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=3-904&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An other entity may convert to a Maryland corporation using the approval method and vote required by its governing document and organizing law.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 3-902(f)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(f) A conversion of an other entity to a Maryland corporation shall be approved in the manner and by the vote required by its governing document and the laws of the place in which it is incorporated or organized.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/9f29442d6805326635b3c717f848ba10ef08ed63a7c1fdfd8247d573905cd617.html",
      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=3-902&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Maryland corporation may convert to an other entity through the statutory approval procedure and any additional charter requirements.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 3-902(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A conversion of a Maryland corporation to an other entity shall be approved in the manner provided by this section and in accordance with any additional requirements set forth in the Maryland corporation’s charter.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/9f29442d6805326635b3c717f848ba10ef08ed63a7c1fdfd8247d573905cd617.html",
      "snapshot_resolved": true,
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      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=3-902&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 3-901(a)(1), a foreign corporation is an 'other entity'",
          "quote": "(a) In this subtitle, “other entity” means: (1) A foreign corporation, as defined in § 1–101 of this article;",
          "role": "primary statute",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-6/MD/ccb51ba40e89e5d0de39e3342d8e305182182eb4d6ac9192235523155fa0b8f4.html",
          "source_sha256": "ccb51ba40e89e5d0de39e3342d8e305182182eb4d6ac9192235523155fa0b8f4",
          "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=3-901&enactments=false"
        },
        {
          "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 3-902(f), approval of an inbound conversion",
          "quote": "(f) A conversion of an other entity to a Maryland corporation shall be approved in the manner and by the vote required by its governing document and the laws of the place in which it is incorporated or organized.",
          "role": "primary statute",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-6/MD/9f29442d6805326635b3c717f848ba10ef08ed63a7c1fdfd8247d573905cd617.html",
          "source_sha256": "9f29442d6805326635b3c717f848ba10ef08ed63a7c1fdfd8247d573905cd617",
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      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Maryland treats a foreign corporation becoming a Maryland corporation having capital stock as a conversion: § 3-902 approval, then articles of conversion and articles of incorporation.",
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      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 3-901(a)(1), (c)",
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      "quote": "(c) An other entity may convert to a Maryland corporation having capital stock by complying with § 3–902 of this subtitle and filing for record with the Department: (1) Articles of conversion executed in the manner required by Title 1 of this article; and (2) Articles of incorporation, which shall include the name of the converting other entity, executed in the manner required by Title 2 of this article and otherwise complying with the Maryland General Corporation Law.",
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    },
    "structuring:pp-conversion-domestication#MD.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 3-901(a)(1), a foreign corporation is an 'other entity'",
          "quote": "(a) In this subtitle, “other entity” means: (1) A foreign corporation, as defined in § 1–101 of this article;",
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          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-6/MD/ccb51ba40e89e5d0de39e3342d8e305182182eb4d6ac9192235523155fa0b8f4.html",
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        {
          "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 3-902(e), stockholder vote for an outbound conversion",
          "quote": "(e) The proposed conversion shall be approved by the stockholders of the Maryland corporation by the affirmative vote of two–thirds of all the votes entitled to be cast on the matter.",
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      ],
      "capture_date": "2026-10-03",
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      "display": "Maryland treats a Maryland corporation becoming a foreign corporation as a conversion: § 3-902 approval, then articles of conversion, unless the charter provides otherwise.",
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      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 3-901(a)(1), (b)",
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      "quote": "(b) Unless the charter provides otherwise, a Maryland corporation may convert to an other entity by: (1) Approving the conversion in accordance with § 3–902 of this subtitle; and (2) Filing for record with the Department articles of conversion executed in the manner required by Title 1 of this article.",
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    "structuring:pp-conversion-domestication#MD.corp.eligible_source_types": {
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      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The eight listed entity types, from a foreign corporation to an unincorporated business, may convert into a Maryland corporation having capital stock.",
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      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 3-901(a), (c)",
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      "quote": "(a) In this subtitle, “other entity” means: (1) A foreign corporation, as defined in § 1–101 of this article; (2) A domestic limited liability company, as defined in § 4A–101 of this article; (3) A foreign limited liability company, as defined in § 4A–101 of this article; (4) A partnership, as defined in § 9A–101 of this article; (5) A limited partnership, as defined in § 10–101 of this article, including a limited partnership registered as a limited liability limited partnership under § 10–805 of this article; (6) A foreign limited partnership, as defined in § 10–101 of this article; (7) A business trust, as defined in § 1–101 of this article; or (8) Another form of unincorporated business formed under the laws of this State or the laws of the United States, another state of the United States, a territory, possession, or district of the United States, or a foreign country.",
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    "structuring:pp-conversion-domestication#MD.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Maryland corporation may convert into any of the eight listed entity types, from a foreign corporation to an unincorporated business, unless its charter provides otherwise.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 3-901(a), (b)",
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      "quote": "(a) In this subtitle, “other entity” means: (1) A foreign corporation, as defined in § 1–101 of this article; (2) A domestic limited liability company, as defined in § 4A–101 of this article; (3) A foreign limited liability company, as defined in § 4A–101 of this article; (4) A partnership, as defined in § 9A–101 of this article; (5) A limited partnership, as defined in § 10–101 of this article, including a limited partnership registered as a limited liability limited partnership under § 10–805 of this article; (6) A foreign limited partnership, as defined in § 10–101 of this article; (7) A business trust, as defined in § 1–101 of this article; or (8) Another form of unincorporated business formed under the laws of this State or the laws of the United States, another state of the United States, a territory, possession, or district of the United States, or a foreign country.",
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    "structuring:pp-conversion-domestication#MD.corp.fee_locator": {
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      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Maryland locates the nonrefundable processing fee for articles of conversion in § 1-203(b)(1); this row states no amount.",
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      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 1-203(b)(1)",
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      "quote": "Except as provided in paragraph (10) of this subsection, for each of the following documents, the nonrefundable processing fee is $100: Document Articles of incorporation Articles of amendment Articles of extension Articles of restatement of charter Articles of amendment and restatement Articles supplementary Articles of share exchange Articles of consolidation or merger Articles of revival for stock corporation Articles of revival for nonstock corporation Articles of conversion Articles of validation",
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    "structuring:pp-conversion-domestication#MD.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Articles of conversion must be filed for record with the Maryland Department of Assessments and Taxation.",
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      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 3-903(b)",
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      "quote": "(b) Articles of conversion shall be filed for record with the Department.",
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    "structuring:pp-conversion-domestication#MD.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An inbound entity must use the approval manner and vote required by its governing document and the law of its place of organization.",
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      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 3-902(f)",
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      "quote": "(f) A conversion of an other entity to a Maryland corporation shall be approved in the manner and by the vote required by its governing document and the laws of the place in which it is incorporated or organized.",
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    "structuring:pp-conversion-domestication#MD.corp.redomiciliation_term_used": {
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      "capture_date": "2026-10-02",
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      "display": "The Maryland General Corporation Law uses the term “conversion” for this transaction.",
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      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 3-902(a)",
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      "publish_status": "publish_ready",
      "quote": "(a) A conversion of a Maryland corporation to an other entity shall be approved in the manner provided by this section and in accordance with any additional requirements set forth in the Maryland corporation’s charter.",
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          "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 3-907, abandonment",
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    "structuring:pp-conversion-domestication#MD.llc.approvals": {
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      "display": "Unless otherwise agreed, outbound approval uses the vote required by § 4A-403(d)(1); inbound approval follows the source entity's governing document and organizing law.",
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      "quote": "(a) Unless otherwise agreed, a limited liability company shall approve the conversion of the limited liability company to an other entity by the vote required under § 4A–403(d)(1) of this title. (b) An other entity seeking to convert to a limited liability company shall approve the conversion of the other entity to a limited liability company in the manner and by the vote required by its governing document and the laws of the place where it is incorporated or organized. (c) (1) A member of a limited liability company objecting to a conversion of the limited liability company has the same rights with respect to the member’s interest in the limited liability company as a stockholder of a Maryland corporation who objects has with respect to the stockholder’s stock under Title 3, Subtitle 2 of this article. (2) The procedures under Title 3, Subtitle 2 of this article shall be applicable to the extent practicable.",
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      "display": "The converted entity continues as the same entity; assets vest, obligations and liens continue, and pending proceedings may continue or substitute the resulting entity.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 4A-1104(b)-(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) (1) This subsection applies on the completion of the conversion of a limited liability company to an other entity. (2) The limited liability company shall cease to exist as a limited liability company and shall continue to exist as the other entity into which the limited liability company has converted, and the other entity shall, for all purposes of the laws of this State, be deemed to be the same entity as the converting limited liability company. (3) (i) All the assets of the limited liability company, including any legacies that it would have been capable of taking, shall vest in and devolve on the other entity without further act or deed and shall be the property of the other entity, and the title to any real property vested by deed or otherwise in the limited liability company shall not revert or be in any way impaired by reason of a conversion under this subtitle. (ii) The conversion of the limited liability company to an other entity does not affect, invalidate, terminate, suspend, or nullify any licenses, permits, or registrations granted to the limited liability company before the conversion. (iii) Confirmatory deeds, assignments, or similar instruments to evidence the conversion may be executed and delivered at any time in the name of the limited liability company by its last acting authorized persons or by the appropriate authorized persons, partners, officers, trustees, or members of the other entity. (4) (i) The other entity shall be liable for all the debts and obligations of the limited liability company. (ii) An existing claim, action, or proceeding pending by or against the limited liability company may be prosecuted to judgment as if the conversion had not taken place, or, on motion of the other entity or any party, the other entity may be substituted as a party, and a judgment against the limited liability company constitutes a lien on the property of the other entity. (iii) A conversion does not impair the rights of creditors or any liens on the property of the limited liability company. (5) Subject to the treatment of the ownership interests of the members of the limited liability company under the articles of conversion and to the rights of an objecting member under this subtitle, the ownership interests of the members of the limited liability company cease to exist as membership interests in the converted limited liability company and continue to exist as ownership interests in the other entity. (6) The conversion of the limited liability company to an other entity in accordance with articles of conversion under this subtitle does not affect any debts, obligations, or liabilities of the limited liability company or the personal liability of any person incurred before the completion of the conversion. (7) Unless otherwise provided in the articles of conversion, the converting limited liability company is not required to wind up its affairs or pay its liabilities and distribute its assets, and the conversion does not constitute dissolution or a transfer of assets or liabilities of the limited liability company. (8) A person becomes liable for any obligation incurred by the limited liability company before the completion of the conversion only to the extent provided for by the laws applicable to the other entity. (c) (1) This subsection applies on the conversion of an other entity to a limited liability company. (2) The limited liability company, for all purposes of the laws of this State, shall be deemed to be the same entity as the converting other entity. (3) (i) All the assets of the other entity, including any legacies that it would have been capable of taking, vest in and devolve on the limited liability company without further act or deed and shall be the property of the limited liability company, and the title to any real property vested by deed or otherwise in the other entity shall not revert or be in any way impaired by reason of a conversion under this subtitle. (ii) The conversion of the other entity to a limited liability company does not affect, invalidate, terminate, suspend, or nullify any licenses, permits, or registrations granted to the other entity before the conversion. (iii) Confirmatory deeds, assignments, or similar instruments to evidence the conversion may be executed and delivered at any time in the name of the other entity by the appropriate authorized persons, partners, officers, trustees, or members of the other entity or by an authorized person of the limited liability company. (4) (i) The limited liability company shall be liable for all the debts and obligations of the other entity. (ii) An existing claim, action, or proceeding pending by or against the other entity may be prosecuted to judgment as if the conversion had not taken place, or, on motion of the limited liability company or any party, the limited liability company may be substituted as a party, and a judgment against the other entity constitutes a lien on the property of the limited liability company. (iii) A conversion does not impair the rights of creditors or any liens on the property of the other entity. (5) The conversion of an other entity to a limited liability company in accordance with articles of conversion under this subtitle does not affect any debts, obligations, or liabilities of the other entity or the personal liability of any person incurred before the completion of the conversion. (6) A person remains liable for any obligation incurred by the other entity before the completion of the conversion only to the extent that the person would have been liable if the conversion had not occurred. (7) Subject to the treatment of the ownership interests of the owners of the other entity under the articles of conversion, the ownership interests of the owners of the other entity cease to exist as ownership interests in the converted other entity and continue to exist as membership interests in the limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/0017138c82f348eeed7d05d9dcfc1ca5ca1400e771db3d35dde63aa5197360a1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0017138c82f348eeed7d05d9dcfc1ca5ca1400e771db3d35dde63aa5197360a1",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1104&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An other entity may convert to a Maryland limited liability company by meeting the approval and filing requirements stated in the conversion subtitle.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 4A-1101(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) An other entity may convert to a limited liability company by complying with the requirements of § 4A–1102 of this subtitle and filing for record with the Department: (1) Articles of conversion executed in the manner required by § 4A–206 of this title; and (2) Articles of organization, which shall include the name of the converting other entity, executed in the manner required by § 4A–206 of this title and otherwise complying with this title.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/3ca129b7376f8fbc6afea9a2c29f20674952956162c31547a361d102b1d7456d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3ca129b7376f8fbc6afea9a2c29f20674952956162c31547a361d102b1d7456d",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1101&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A limited liability company may convert to an other entity by obtaining the stated approval and filing articles of conversion.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 4A-1101(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Unless otherwise agreed, a limited liability company may convert to an other entity by: (1) Approving the conversion in accordance with § 4A–1102 of this subtitle; and (2) Filing for record with the Department articles of conversion executed in the manner required by Title 1 of this article.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/3ca129b7376f8fbc6afea9a2c29f20674952956162c31547a361d102b1d7456d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3ca129b7376f8fbc6afea9a2c29f20674952956162c31547a361d102b1d7456d",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1101&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Maryland treats a foreign limited liability company becoming a domestic limited liability company as a conversion under the same approval and filing procedure.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 4A-1101(a), (c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) An other entity may convert to a limited liability company by complying with the requirements of § 4A–1102 of this subtitle and filing for record with the Department: (1) Articles of conversion executed in the manner required by § 4A–206 of this title; and (2) Articles of organization, which shall include the name of the converting other entity, executed in the manner required by § 4A–206 of this title and otherwise complying with this title.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/3ca129b7376f8fbc6afea9a2c29f20674952956162c31547a361d102b1d7456d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3ca129b7376f8fbc6afea9a2c29f20674952956162c31547a361d102b1d7456d",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1101&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Maryland treats a domestic limited liability company becoming a foreign limited liability company as a conversion under the same approval and filing procedure.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 4A-1101(a), (b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Unless otherwise agreed, a limited liability company may convert to an other entity by: (1) Approving the conversion in accordance with § 4A–1102 of this subtitle; and (2) Filing for record with the Department articles of conversion executed in the manner required by Title 1 of this article.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/3ca129b7376f8fbc6afea9a2c29f20674952956162c31547a361d102b1d7456d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3ca129b7376f8fbc6afea9a2c29f20674952956162c31547a361d102b1d7456d",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1101&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The listed corporations, partnerships, trusts, unincorporated businesses, and foreign same-type entities may convert into a Maryland limited liability company.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 4A-1101(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) In this subtitle, “other entity” means: (1) A Maryland corporation incorporated under Title 2 of this article; (2) A foreign corporation, as defined in § 1–101 of this article; (3) A partnership, as defined in § 9A–101 of this article; (4) A limited partnership, including a limited partnership registered or denominated as a limited liability limited partnership under || (5) A business trust, as defined in || (6) Another form of unincorporated business formed under the laws of this State or the laws of the United States, another state of the United States, a territory, possession, or district of the United States, or a foreign country; or (7) A foreign limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/3ca129b7376f8fbc6afea9a2c29f20674952956162c31547a361d102b1d7456d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3ca129b7376f8fbc6afea9a2c29f20674952956162c31547a361d102b1d7456d",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1101&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Maryland limited liability company may convert into any entity type included in the conversion subtitle's complete “other entity” definition.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 4A-1101(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) In this subtitle, “other entity” means: (1) A Maryland corporation incorporated under Title 2 of this article; (2) A foreign corporation, as defined in § 1–101 of this article; (3) A partnership, as defined in § 9A–101 of this article; (4) A limited partnership, including a limited partnership registered or denominated as a limited liability limited partnership under || (5) A business trust, as defined in || (6) Another form of unincorporated business formed under the laws of this State or the laws of the United States, another state of the United States, a territory, possession, or district of the United States, or a foreign country; or (7) A foreign limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/3ca129b7376f8fbc6afea9a2c29f20674952956162c31547a361d102b1d7456d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3ca129b7376f8fbc6afea9a2c29f20674952956162c31547a361d102b1d7456d",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1101&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Maryland locates the nonrefundable processing fee for articles of conversion in § 1-203(b)(1); this row states no amount.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 1-203(b)(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as provided in paragraph (10) of this subsection, for each of the following documents, the nonrefundable processing fee is $100: Document Articles of incorporation Articles of amendment Articles of extension Articles of restatement of charter Articles of amendment and restatement Articles supplementary Articles of share exchange Articles of consolidation or merger Articles of revival for stock corporation Articles of revival for nonstock corporation Articles of conversion Articles of validation",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/mgaleg-gca-1-203.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c8846e128909634f02be5ffdd554ecac7d2b4298c31e69e7b3ec23351f4b3ccb",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=1-203&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Articles of conversion must be filed for record with the Maryland Department of Assessments and Taxation.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 4A-1103(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Articles of conversion shall be filed for record with the Department.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50-B/MD/c4f4d34c1efe6658257676c08258acd98c806252d41fd3782f0893ab9c23c68b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c4f4d34c1efe6658257676c08258acd98c806252d41fd3782f0893ab9c23c68b",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1103&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An inbound entity must approve the conversion in the manner and by the vote required by its governing document and organizing law.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 4A-1102(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) An other entity seeking to convert to a limited liability company shall approve the conversion of the other entity to a limited liability company in the manner and by the vote required by its governing document and the laws of the place where it is incorporated or organized.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/b6eb415ccebf145fa4689027e5c399bfb1d6f3c7bc27691b8d5f91f4c6e03512.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b6eb415ccebf145fa4689027e5c399bfb1d6f3c7bc27691b8d5f91f4c6e03512",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1102&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Maryland's limited liability company statute uses the term “conversion” for this transaction.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 4A-1101(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Unless otherwise agreed, a limited liability company may convert to an other entity by: (1) Approving the conversion in accordance with § 4A–1102 of this subtitle; and (2) Filing for record with the Department articles of conversion executed in the manner required by Title 1 of this article.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/3ca129b7376f8fbc6afea9a2c29f20674952956162c31547a361d102b1d7456d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3ca129b7376f8fbc6afea9a2c29f20674952956162c31547a361d102b1d7456d",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1101&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, tax-payment, good-standing, or delinquency condition is stated in Maryland's complete LLC conversion subtitle.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/3ca129b7376f8fbc6afea9a2c29f20674952956162c31547a361d102b1d7456d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3ca129b7376f8fbc6afea9a2c29f20674952956162c31547a361d102b1d7456d",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1101&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Unless the agreement specifies otherwise, outbound approval requires all general partners and a majority in interest of limited partners; inbound approval follows source rules.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 10-7A-02",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Unless the partnership agreement specifies the manner of authorizing a conversion of the limited partnership, the limited partnership shall approve the conversion of the limited partnership to an other entity by the affirmative vote of all of the general partners and a majority in interest of the limited partners. (b) An other entity seeking to convert to a limited partnership shall approve the conversion of the other entity to a limited partnership in the manner and by the vote required by its governing document and the laws of the place where it is incorporated or organized. (c) (1) A partner of a limited partnership objecting to a conversion of the limited partnership has the same rights with respect to the partner’s partnership interest in the limited partnership as a stockholder of a Maryland corporation who objects has with respect to the stockholder’s stock under Title 3, Subtitle 2 of this article. (2) The procedures under Title 3, Subtitle 2 of this article shall be applicable to the extent practicable.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/952d994f15156f875622b4fe6bf64c590505163213ed9f83acb8aa7c02b91c9d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "952d994f15156f875622b4fe6bf64c590505163213ed9f83acb8aa7c02b91c9d",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-02&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The converted entity continues as the same entity; assets vest, obligations and liens continue, and pending proceedings may continue or substitute the resulting entity.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 10-7A-04(b)-(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) (1) This subsection applies on the conversion of a limited partnership to an other entity. (2) The limited partnership shall cease to exist as a limited partnership and shall continue to exist as the other entity into which the partnership has converted, and the other entity, for all purposes of the laws of this State, shall be deemed to be the same entity as the converting limited partnership. (3) (i) All the assets of the limited partnership, including any legacies that it would have been capable of taking, shall vest in and devolve on the other entity without further act or deed and shall be the property of the other entity, and the title to any real property vested by deed or otherwise in the limited partnership shall not revert or be in any way impaired by reason of a conversion under this subtitle. (ii) The conversion of the limited partnership to an other entity does not affect, invalidate, terminate, suspend, or nullify any licenses, permits, or registrations granted to the limited partnership before the conversion. (iii) Confirmatory deeds, assignments, or similar instruments to evidence the conversion may be executed and delivered at any time in the name of the limited partnership by its last acting general partners, or by the appropriate authorized persons, partners, officers, trustees, or members of the other entity. (4) (i) The other entity shall be liable for all the debts and obligations of the limited partnership. (ii) An existing claim, action, or proceeding pending by or against the limited partnership may be prosecuted to judgment as if the conversion had not taken place, or, on motion of the other entity or any party, the other entity may be substituted as a party, and a judgment against the limited partnership constitutes a lien on the property of the other entity. (iii) A conversion does not impair the rights of creditors or any liens on the property of the limited partnership. (5) Subject to the treatment of the ownership interests of the partners of the limited partnership under the articles of conversion and to the rights of an objecting partner under this subtitle, the ownership interests of the partners of the limited partnership cease to exist as partnership interests in the converted limited partnership and continue to exist as ownership interests in the other entity. (6) (i) The conversion of the limited partnership to an other entity in accordance with articles of conversion under this subtitle does not affect any debts, obligations, or liabilities of the limited partnership or the personal liability of any person incurred prior to the completion of the conversion. (ii) Subject to §§ 10–303 and 10–403 of this title, a partner of the limited partnership remains liable for all the debts and obligations of the limited partnership for which the partner was liable before the completion of the conversion. (7) Unless otherwise provided in the articles of conversion, the converting limited partnership is not required to wind up its affairs or pay its liabilities and distribute its assets, and the conversion does not constitute dissolution or a transfer of assets or liabilities of the limited partnership. (8) A person becomes liable for any obligation incurred by the limited partnership before the completion of the conversion only to the extent provided for by the laws applicable to the other entity. (c) (1) This subsection applies on the conversion of an other entity to a limited partnership. (2) The limited partnership, for all purposes of the laws of this State, shall be deemed to be the same entity as the converting other entity. (3) (i) All the assets of the other entity, including any legacies that it would have been capable of taking, vest in and devolve on the limited partnership without further act or deed and shall be the property of the limited partnership, and the title to any real property vested by deed or otherwise in the other entity shall not revert or be in any way impaired by reason of this subtitle. (ii) The conversion of the other entity to a limited partnership does not affect, invalidate, terminate, suspend, or nullify any licenses, permits, or registrations granted to the other entity before the conversion. (iii) Confirmatory deeds, assignments, or similar instruments to evidence the conversion may be executed and delivered at any time in the name of the other entity by the appropriate authorized persons, partners, officers, trustees, or members of the other entity, or by the general partners of the limited partnership. (4) (i) The limited partnership shall be liable for all the debts and obligations of the other entity. (ii) An existing claim, action, or proceeding pending by or against the other entity may be prosecuted to judgment as if the conversion had not taken place, or, on motion of the limited partnership or any party, the limited partnership may be substituted as a party, and a judgment against the other entity constitutes a lien on the property of the limited partnership. (iii) A conversion does not impair the rights of creditors or any liens on the property of the other entity. (5) The conversion of an other entity to a limited partnership in accordance with articles of conversion under this subtitle does not affect any debts, obligations, or liabilities of the other entity or the personal liability of any person incurred prior to the completion of the conversion. (6) A person remains liable for any obligation incurred by the other entity before the completion of the conversion only to the extent that the person would have been liable if the conversion had not occurred. (7) Subject to the treatment of the ownership interests of the owners of the other entity under the articles of conversion, the ownership interests of the owners of the other entity cease to exist as ownership interests in the converted other entity and continue to exist as partnership interests in the limited partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/3d2e97351a28e939c059b1570bbc2cb7a47e3443f4f051ba17c54369c57ad18a.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3d2e97351a28e939c059b1570bbc2cb7a47e3443f4f051ba17c54369c57ad18a",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-04&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An other entity may convert to a Maryland limited partnership by meeting the approval and filing requirements stated in the conversion subtitle.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 10-7A-01(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) An other entity may convert to a limited partnership by complying with the requirements of || 10–7A–02 of this subtitle and filing for record with the Department: || (1) Articles of conversion executed in the manner required by § 10–204 of this title; and || (2) A certificate of limited partnership that complies with || 10–201 of this title and, in the case of the conversion of an other entity to a limited liability partnership, || 10–805 of this title, executed in the manner required by || 10–204 of this title.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/390b1ef23d5f4eb978af3aa9bd947be3a9d83e3975492aa894bf5df89cf0b540.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "390b1ef23d5f4eb978af3aa9bd947be3a9d83e3975492aa894bf5df89cf0b540",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-01&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A limited partnership may convert to an other entity by obtaining the stated approval and filing articles of conversion.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 10-7A-01(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Unless the partnership agreement provides otherwise, a limited partnership may convert to an other entity by: (1) Approving the conversion in accordance with § 10–7A–02 of this subtitle; and (2) Filing for record with the Department articles of conversion executed in the manner required by § 10–204 of this title.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/390b1ef23d5f4eb978af3aa9bd947be3a9d83e3975492aa894bf5df89cf0b540.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "390b1ef23d5f4eb978af3aa9bd947be3a9d83e3975492aa894bf5df89cf0b540",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-01&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Maryland treats a foreign limited partnership becoming a domestic limited partnership as a conversion under the same approval and filing procedure.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 10-7A-01(a), (c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(7) An other form of unincorporated business formed under the laws of this State or the laws of the United States, another state of the United States, a territory, possession, or district of the United States, or a foreign country; or (8) A foreign limited partnership, including a foreign limited partnership registered or denominated as a limited liability limited partnership under the laws of a state other than this State. || (c) An other entity may convert to a limited partnership by complying with the requirements of || 10–7A–02 of this subtitle and filing for record with the Department: || (1) Articles of conversion executed in the manner required by § 10–204 of this title; and || (2) A certificate of limited partnership that complies with || 10–201 of this title and, in the case of the conversion of an other entity to a limited liability partnership, || 10–805 of this title, executed in the manner required by || 10–204 of this title.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/390b1ef23d5f4eb978af3aa9bd947be3a9d83e3975492aa894bf5df89cf0b540.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "390b1ef23d5f4eb978af3aa9bd947be3a9d83e3975492aa894bf5df89cf0b540",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-01&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Maryland treats a domestic limited partnership becoming a foreign limited partnership as a conversion under the same approval and filing procedure.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 10-7A-01(a), (b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Unless the partnership agreement provides otherwise, a limited partnership may convert to an other entity by: (1) Approving the conversion in accordance with § 10–7A–02 of this subtitle; and (2) Filing for record with the Department articles of conversion executed in the manner required by § 10–204 of this title.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/390b1ef23d5f4eb978af3aa9bd947be3a9d83e3975492aa894bf5df89cf0b540.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "390b1ef23d5f4eb978af3aa9bd947be3a9d83e3975492aa894bf5df89cf0b540",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-01&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The listed corporations, partnerships, trusts, unincorporated businesses, and foreign same-type entities may convert into a Maryland limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 10-7A-01(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) In this subtitle, “other entity” means: (1) A Maryland corporation incorporated under Title 2 of this article; (2) A foreign corporation, as defined in § 1–101 of this article; (3) A domestic limited liability company, as defined in || (4) A foreign limited liability company, as defined in || (5) A partnership, as defined in § 9A–101 of this article; (6) A business trust, as defined in || (7) An other form of unincorporated business formed under the laws of this State or the laws of the United States, another state of the United States, a territory, possession, or district of the United States, or a foreign country; or (8) A foreign limited partnership, including a foreign limited partnership registered or denominated as a limited liability limited partnership under the laws of a state other than this State.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/390b1ef23d5f4eb978af3aa9bd947be3a9d83e3975492aa894bf5df89cf0b540.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "390b1ef23d5f4eb978af3aa9bd947be3a9d83e3975492aa894bf5df89cf0b540",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-01&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Maryland limited partnership may convert into any entity type included in the conversion subtitle's complete “other entity” definition.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 10-7A-01(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) In this subtitle, “other entity” means: (1) A Maryland corporation incorporated under Title 2 of this article; (2) A foreign corporation, as defined in § 1–101 of this article; (3) A domestic limited liability company, as defined in || (4) A foreign limited liability company, as defined in || (5) A partnership, as defined in § 9A–101 of this article; (6) A business trust, as defined in || (7) An other form of unincorporated business formed under the laws of this State or the laws of the United States, another state of the United States, a territory, possession, or district of the United States, or a foreign country; or (8) A foreign limited partnership, including a foreign limited partnership registered or denominated as a limited liability limited partnership under the laws of a state other than this State.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/390b1ef23d5f4eb978af3aa9bd947be3a9d83e3975492aa894bf5df89cf0b540.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "390b1ef23d5f4eb978af3aa9bd947be3a9d83e3975492aa894bf5df89cf0b540",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-01&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Maryland locates the nonrefundable processing fee for articles of conversion in § 1-203(b)(1); this row states no amount.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 1-203(b)(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as provided in paragraph (10) of this subsection, for each of the following documents, the nonrefundable processing fee is $100: Document Articles of incorporation Articles of amendment Articles of extension Articles of restatement of charter Articles of amendment and restatement Articles supplementary Articles of share exchange Articles of consolidation or merger Articles of revival for stock corporation Articles of revival for nonstock corporation Articles of conversion Articles of validation",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/mgaleg-gca-1-203.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c8846e128909634f02be5ffdd554ecac7d2b4298c31e69e7b3ec23351f4b3ccb",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=1-203&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Articles of conversion must be filed for record with the Maryland Department of Assessments and Taxation.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 10-7A-03(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Articles of conversion shall be filed for record with the Department.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/5690e233eb2f71fe7c0ecc72978fb7f4b9e7187a3e27cae5d90659993cdeac96.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5690e233eb2f71fe7c0ecc72978fb7f4b9e7187a3e27cae5d90659993cdeac96",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-03&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An inbound entity must approve the conversion in the manner and by the vote required by its governing document and organizing law.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 10-7A-02(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) An other entity seeking to convert to a limited partnership shall approve the conversion of the other entity to a limited partnership in the manner and by the vote required by its governing document and the laws of the place where it is incorporated or organized.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/952d994f15156f875622b4fe6bf64c590505163213ed9f83acb8aa7c02b91c9d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "952d994f15156f875622b4fe6bf64c590505163213ed9f83acb8aa7c02b91c9d",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-02&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Maryland's limited partnership statute uses the term “conversion” for this transaction.",
      "fetch_event_id": null,
      "pinpoint": "Md. Code Ann., Corps. & Ass'ns § 10-7A-01(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Unless the partnership agreement provides otherwise, a limited partnership may convert to an other entity by: (1) Approving the conversion in accordance with § 10–7A–02 of this subtitle; and (2) Filing for record with the Department articles of conversion executed in the manner required by § 10–204 of this title.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/390b1ef23d5f4eb978af3aa9bd947be3a9d83e3975492aa894bf5df89cf0b540.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "390b1ef23d5f4eb978af3aa9bd947be3a9d83e3975492aa894bf5df89cf0b540",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-01&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MD.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, tax-payment, good-standing, or delinquency condition is stated in Maryland's complete LP conversion subtitle.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MD/snapshots/c50/MD/390b1ef23d5f4eb978af3aa9bd947be3a9d83e3975492aa894bf5df89cf0b540.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "390b1ef23d5f4eb978af3aa9bd947be3a9d83e3975492aa894bf5df89cf0b540",
      "source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-01&enactments=false",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "13-C M.R.S. §922",
          "quote": "§922. Action on plan of domestication\n       In the case of a domestication of a domestic business corporation, in this section referred to as the\n   \"corporation,\" in a foreign jurisdiction: [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt.\n   B, §7 (AFF).]\n       1. Plan adopted by directors. The plan of domestication must be adopted by the corporation's\n   board of directors;\n   [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       2. Shareholders' approval. After adopting the plan of domestication, the corporation's board of\n   directors shall submit the plan to the shareholders for their approval. The board of directors shall also\n   transmit to the shareholders a recommendation that the shareholders approve the plan, unless:\n       A. The board of directors makes a determination that because of conflicts of interest or other special\n       circumstances the board of directors should not make such a recommendation; or [PL 2011, c.\n       274, §38 (NEW).]\n       B. Section 827 applies. [PL 2011, c. 274, §38 (NEW).]\n   If paragraph A or B applies, the board of directors shall transmit to the shareholders the basis for so\n   proceeding;\n   [PL 2011, c. 274, §38 (RPR).]\n       3. Conditional submission. The corporation's board of directors may condition its submission of\n   the plan of domestication to the shareholders on any basis;\n   [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n        4. Notice of meeting. If the approval of the shareholders of the plan of domestication under\n   subsection 2 is to be given at a meeting, the corporation shall notify each shareholder, whether or not\n   entitled to vote, of the meeting of shareholders at which the plan of domestication is to be submitted\n   for approval. The notice must state that the purpose, or one of the purposes, of the meeting is to consider\n   the plan and must contain or be accompanied by a copy or summary of the plan. The notice must\n   include or be accompanied by a copy of the corporation's articles of incorporation as they will be in\n   effect immediately after the domestication;\n   [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n\n\n\n\n2 |                   Chapter 9. DOMESTICATION AND CONVERSION\n                                                                                                Generated\n                                                                                               10.20.2025\n\f                               MRS Title 13-C, Chapter 9. DOMESTICATION AND CONVERSION\n\n\n\n         5. Majority approval. Unless the corporation's articles of incorporation or its board of directors\n     acting pursuant to subsection 3 requires a greater vote, approval of the plan of domestication requires\n     the approval of the shareholders and, if any class or series of shares is entitled to vote as a separate\n     group on the plan, the approval of each such separate voting group by a majority of all the votes entitled\n     to be cast on the plan by that voting group. The articles of incorporation may provide that the plan may\n     be approved by a lesser vote of each voting group entitled to vote on the plan but in no case less than a\n     majority of the votes cast by that voting group at a meeting at which there exists, for each such voting\n     group, a quorum consisting of at least a majority of the votes entitled to be cast on the plan by each\n     voting group entitled to vote on the plan;\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         6. Voting groups. Subject to subsection 6‑A, separate voting by voting groups is required by each\n     class or series of shares that:\n             A. Is to be reclassified under the plan of domestication into other securities, obligations, rights to\n             acquire shares or other securities, cash, other property or any combination thereof; [PL 2001, c.\n             640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n             B. Is entitled to vote as a separate group on a provision of the plan of domestication that constitutes\n             a proposed amendment to the corporation's articles of incorporation following its domestication\n             that requires action by separate voting groups under section 1004; or [PL 2011, c. 274, §39\n             (AMD).]\n        C. Is entitled under the corporation's articles of incorporation to vote as a voting group to approve\n        an amendment of the articles; [PL 2011, c. 274, §39 (AMD).]\n     [PL 2011, c. 274, §39 (AMD).]\n         6-A. Separate voting. The corporation's articles of incorporation may expressly limit or eliminate\n     the separate voting rights provided in subsection 6, paragraph A;\n     [PL 2011, c. 274, §40 (NEW).]\n         7. Transitional rule. If any provision of the corporation's articles of incorporation or bylaws or\n     of an agreement to which any of the directors or shareholders are parties, adopted or entered into before\n     July 1, 2003, applies to a merger of the corporation and that document does not refer to a domestication\n     of the corporation, the provision is deemed to apply to a domestication of the corporation until the\n     provision is amended; and\n     [PL 2011, c. 274, §41 (AMD).]\n         8. Consent of shareholders. A plan of domestication may be approved for a participating\n     corporation by written consent of shareholders entitled to vote, as provided in section 704. If the plan\n     of domestication is approved by written consent of all shareholders, whether or not entitled to vote, a\n     resolution of the board of directors of the participating corporation approving, proposing, submitting,\n     recommending or otherwise respecting the plan of domestication is not necessary and shareholders of\n     the participating corporation are not entitled to receive notice of or to dissent from the plan of\n     domestication.\n     [PL 2003, c. 344, Pt. B, §77 (NEW).]\n     SECTION HISTORY\n     PL 2001, c. 640, §A2 (NEW). PL 2001, c. 640, §B7 (AFF). PL 2003, c. 344, §§B76,77 (AMD).\n     PL 2011, c. 274, §§38-41 (AMD).",
          "role": "domestication approval",
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          "source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The board and shareholders approve corporation conversion and domestication plans under the stated voting-group, majority, and written-consent rules.",
      "fetch_event_id": null,
      "pinpoint": "13-C M.R.S. §954",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§954. Action on plan of entity conversion\n       In the case of an entity conversion of a domestic business corporation, referred to in this section as\n  the \"corporation,\" to a domestic or foreign unincorporated entity: [PL 2001, c. 640, Pt. A, §2 (NEW);\n  PL 2001, c. 640, Pt. B, §7 (AFF).]\n      1. Plan adopted by board. The plan of entity conversion must be adopted by the corporation's\n  board of directors;\n  [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n      2. Shareholders' approval. After adopting the plan of entity conversion, the corporation's board\n  of directors shall submit the plan to the shareholders for their approval. The board of directors shall\n  also transmit to the shareholders a recommendation that the shareholders approve the plan, unless:\n       A. The board of directors makes a determination that because of conflicts of interest or other special\n       circumstances the board of directors should not make such a recommendation; or [PL 2011, c.\n       274, §46 (NEW).]\n       B. Section 827 applies. [PL 2011, c. 274, §46 (NEW).]\n  If paragraph A or B applies, the board of directors shall transmit to the shareholders the basis for so\n  proceeding;\n  [PL 2011, c. 274, §46 (RPR).]\n      3. Conditional submission. The corporation's board of directors may condition its submission of\n  the plan of entity conversion to the shareholders on any basis;\n  [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n      4. Notice of meeting. If the approval of the shareholders of the plan of entity conversion under\n  subsection 2 is to be given at a meeting, the corporation shall notify each shareholder, whether or not\n\n\n\n16 |                  Chapter 9. DOMESTICATION AND CONVERSION\n                                                                                                 Generated\n                                                                                                10.20.2025\n\f                           MRS Title 13-C, Chapter 9. DOMESTICATION AND CONVERSION\n\n\n\n     entitled to vote, of the meeting of shareholders at which the plan of entity conversion is to be submitted\n     for approval. The notice must state that the purpose, or one of the purposes, of the meeting is to consider\n     the plan and must contain or be accompanied by a copy or summary of the plan. The notice must\n     include or be accompanied by a copy of the organic documents of the surviving entity as they will be\n     in effect immediately after the entity conversion;\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n          5. Majority approval. Unless the corporation's articles of incorporation or its board of directors\n     acting pursuant to subsection 3 requires a greater vote, approval of the plan of entity conversion requires\n     the approval of the shareholders at a meeting by a majority of all the votes entitled to be cast on the\n     plan by the shareholders, voting as a single voting group. The articles of incorporation may provide\n     that the plan may be approved by a lesser vote of each voting group entitled to vote on the plan but in\n     no case less than a majority of the votes cast by that voting group at a meeting at which there exists, for\n     each such voting group, a quorum consisting of at least a majority of the votes entitled to be cast on the\n     plan by each voting group entitled to vote on the plan;\n     [PL 2003, c. 344, Pt. B, §88 (AMD).]\n         6. Voting groups. In addition to the vote required under subsection 5, separate voting by voting\n     groups is also required by each class or series of shares. Unless the corporation's articles of\n     incorporation or the board of directors acting pursuant to subsection 3 requires a greater vote or a greater\n     number of votes to be present, if the corporation has more than one class or series of shares outstanding,\n     approval of the plan of entity conversion requires the approval of each such separate voting group by a\n     majority of the votes entitled to be cast on the conversion by that voting group. The articles of\n     incorporation may provide that the plan may be approved by a lesser vote of each class or series of\n     shares as provided in subsection 5;\n     [PL 2003, c. 344, Pt. B, §88 (AMD).]\n         7. Transitional rule. If any provision of the corporation's articles of incorporation or bylaws or\n     of an agreement to which any of the directors or shareholders are parties, adopted or entered into before\n     July 1, 2003, other than a provision that eliminates or limits voting or appraisal rights, applies to a\n     merger and the document does not refer to an entity conversion of the corporation, the provision is\n     deemed to apply to an entity conversion of the corporation until the provision is amended;\n     [PL 2011, c. 274, §47 (AMD).]\n         8. Written consent. If as a result of an entity conversion one or more shareholders of the\n     corporation would become subject to owner liability for the debts, obligations or liabilities of any other\n     person or entity, approval of the plan of conversion requires the execution by each such shareholder of\n     a separate written consent to become subject to such owner liability; and\n     [PL 2003, c. 344, Pt. B, §88 (AMD).]\n         9. Consent of shareholders. A plan of entity conversion may be approved for a participating\n     corporation by written consent of shareholders entitled to vote, as provided in section 704. If the plan\n     of entity conversion is approved by written consent of all shareholders, whether or not entitled to vote,\n     a resolution of the board of directors of the participating corporation approving, proposing, submitting,\n     recommending or otherwise respecting the plan of entity conversion is not necessary and shareholders\n     of the participating corporation are not entitled to receive notice of or to dissent from the plan of\n     nonprofit conversion.\n     [PL 2003, c. 344, Pt. B, §89 (NEW).]\n     SECTION HISTORY\n     PL 2001, c. 640, §A2 (NEW). PL 2001, c. 640, §B7 (AFF). PL 2003, c. 344, §§B88,89 (AMD).\n     PL 2011, c. 274, §§46, 47 (AMD).",
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      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "13-C M.R.S. §925(1)-(2)",
          "quote": "§925. Effect of domestication\n         1. Domestication of foreign business corporation. When a domestication in this State of a\n     foreign business corporation, referred to in this subsection as the \"corporation,\" becomes effective:\n             A. The title to all real and personal property, both tangible and intangible, of the corporation\n             remains in the corporation without reversion or impairment; [PL 2001, c. 640, Pt. A, §2 (NEW);\n             PL 2001, c. 640, Pt. B, §7 (AFF).]\n             B. The liabilities of the corporation remain the liabilities of the corporation; [PL 2001, c. 640,\n             Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n             C. An action or proceeding pending against the corporation continues against the corporation as if\n             the domestication had not occurred; [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt.\n             B, §7 (AFF).]\n             D. The articles of domestication, or the articles of incorporation attached to the articles of\n             domestication, constitute the articles of incorporation of the corporation; [PL 2001, c. 640, Pt.\n             A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n             E. The shares of the corporation are reclassified into shares, other securities, obligations, rights to\n             acquire shares or other securities or into cash or other property in accordance with the terms of the\n             domestication as approved under the laws of the foreign jurisdiction, and the shareholders are\n             entitled only to the rights provided by those terms and under those laws; and [PL 2001, c. 640,\n             Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n             F. The corporation is deemed to:\n                 (1) Be incorporated under the laws of this State for all purposes;\n                 (2) Be the same corporation without interruption as the corporation that existed under the laws\n                 of the foreign jurisdiction; and\n            (3) Have been incorporated on the date it was originally incorporated in the foreign\n            jurisdiction. [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         2. Domestication of domestic business corporation. When a domestication of a domestic\n     business corporation in a foreign jurisdiction becomes effective, that foreign business corporation is\n     deemed to:\n             A. Appoint the Secretary of State as its agent for service of process in a proceeding to enforce the\n             rights of shareholders who exercise appraisal rights in connection with the domestication and that\n             foreign business corporation shall provide a mailing address to which the Secretary of State may\n             mail a copy of any process served on the Secretary of State; and [PL 2001, c. 640, Pt. A, §2\n             (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n\n\n\nGenerated\n10.20.2025                  Chapter 9. DOMESTICATION AND CONVERSION                                      | 5\n\f                         MRS Title 13-C, Chapter 9. DOMESTICATION AND CONVERSION\n\n\n\n      B. Agree to promptly pay the amount, if any, to which the shareholders are entitled under chapter\n      13. [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n   [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]",
          "role": "domestication effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb.pdf",
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          "source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Act preserves property, liabilities, pending proceedings, and entity continuity for inbound domestication and domestic entity conversion, with specified outbound consequences.",
      "fetch_event_id": null,
      "pinpoint": "13-C M.R.S. §957(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§957. Effect of entity conversion\n      1. Conversion to domestic business corporation or domestic other entity. When a conversion\n  under this subchapter in which the surviving entity is a domestic business corporation or domestic\n  unincorporated entity becomes effective:\n       A. The title to all real and personal property, both tangible and intangible, of the converting entity\n       remains in the surviving entity without reversion or impairment; [PL 2001, c. 640, Pt. A, §2\n       (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       B. The liabilities of the converting entity remain the liabilities of the surviving entity; [PL 2001,\n       c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       C. An action or proceeding pending against the converting entity continues against the surviving\n       entity as if the conversion had not occurred; [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c.\n       640, Pt. B, §7 (AFF).]\n       D. In the case of a surviving entity that is a filing entity, the articles of conversion or the articles\n       of incorporation or public organic document attached to the articles of conversion constitute the\n       articles of incorporation or public organic document of the surviving entity; [PL 2001, c. 640,\n       Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       E. In the case of a surviving entity that is a nonfiling entity, the private organic document provided\n       for in the plan of entity conversion constitutes the private organic document of the surviving entity;\n       [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       F. The shares or interests of the converting entity are reclassified into shares, interests, other\n       securities, obligations, rights to acquire shares, interests or other securities or into cash or other\n       property in accordance with the plan of entity conversion; and the shareholders or interest holders\n       of the converting entity are entitled only to the rights provided in the plan of entity conversion and\n       to any rights they may have under chapter 13; and [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001,\n       c. 640, Pt. B, §7 (AFF).]\n       G. The surviving entity is deemed to:\n           (1) Be a domestic business corporation or domestic unincorporated entity for all purposes;\n           (2) Be the same corporation or unincorporated entity without interruption as the converting\n           entity; and\n         (3) Have been incorporated or otherwise organized on the date that the converting entity was\n         originally incorporated or organized. [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640,\n         Pt. B, §7 (AFF).]\n  [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       2. Conversion to a foreign other entity. When a conversion of a domestic business corporation\n  to a foreign unincorporated entity becomes effective, the surviving entity is deemed to:\n       A. Appoint the Secretary of State as its agent for service of process in a proceeding to enforce the\n       rights of shareholders who exercise appraisal rights in connection with the conversion and shall\n       provide a mailing address to which the Secretary of State may mail a copy of any process served\n\n\n\n20 |                  Chapter 9. DOMESTICATION AND CONVERSION\n                                                                                                 Generated\n                                                                                                10.20.2025\n\f                               MRS Title 13-C, Chapter 9. DOMESTICATION AND CONVERSION\n\n\n\n             on the Secretary of State; and [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7\n             (AFF).]\n        B. Agree to promptly pay the amount, if any, to which the shareholders are entitled under chapter\n        13. [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]",
      "readiness": "ready",
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      "rendered": "value",
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      "source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Maine conditionally authorizes entity conversion into a domestic business corporation within the defined unincorporated-entity universe.",
      "fetch_event_id": null,
      "pinpoint": "13-C M.R.S. §952",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§952. Entity conversion authorized\n      1. Domestic other entity. A domestic business corporation may become a domestic\n  unincorporated entity pursuant to a plan of entity conversion. If the organic law of the unincorporated\n  entity does not provide for such a conversion, section 957 governs the effect of converting to that form\n  of unincorporated entity.\n  [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       2. Foreign unincorporated entity. A domestic business corporation may become a foreign\n  unincorporated entity only if the entity conversion is permitted by the laws of the foreign jurisdiction.\n  The laws of the foreign jurisdiction govern the effect of converting to an unincorporated entity in that\n  jurisdiction.\n  [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n\n\n\n14 |                  Chapter 9. DOMESTICATION AND CONVERSION\n                                                                                             Generated\n                                                                                            10.20.2025\n\f                              MRS Title 13-C, Chapter 9. DOMESTICATION AND CONVERSION\n\n\n\n         3. Entity conversion. A domestic unincorporated entity may become a domestic business\n     corporation. Section 957 governs the effect of converting to a domestic business corporation. If the\n     organic law of a domestic unincorporated entity does not provide procedures for the approval of an\n     entity conversion, the conversion must be adopted and approved, and the entity conversion effectuated,\n     in the same manner as a merger of the unincorporated entity, and its interest holders are entitled to\n     appraisal rights if appraisal rights are available upon any type of merger under the organic law of the\n     unincorporated entity. If the organic law of a domestic unincorporated entity does not provide\n     procedures for the approval of either an entity conversion or a merger, a plan of entity conversion must\n     be adopted and approved, the entity conversion effectuated and appraisal rights exercised in accordance\n     with the procedures in this subchapter and chapter 13. Without limiting the provisions of this\n     subsection, a domestic unincorporated entity whose organic law does not provide procedures for the\n     approval of an entity conversion is subject to subsection 5 and section 954, subsection 8. For purposes\n     of applying this subchapter and chapter 13:\n             A. The unincorporated entity and its interest holders, interests and organic documents taken\n             together are deemed to be a domestic business corporation and its shareholders, shares and articles\n             of incorporation, respectively and vice versa, as the context may require; and [PL 2001, c. 640,\n             Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n        B. If the business and affairs of the unincorporated entity are managed by a group of persons that\n        is not identical to the interest holders, that group is deemed to be the board of directors. [PL 2001,\n        c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n     [PL 2003, c. 344, Pt. B, §86 (AMD).]\n         4. Authorization to become corporation. A foreign unincorporated entity may become a\n     domestic business corporation if the organic law of the foreign unincorporated entity authorizes it to\n     become a corporation in another jurisdiction. The laws of this State govern the effect of conversion to\n     a domestic business corporation pursuant to this subchapter.\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         5. Transitional rule. If any debt security, note or similar evidence of indebtedness for money\n     borrowed, whether secured or unsecured, or a contract of any kind issued, incurred or signed by a\n     domestic business corporation before July 1, 2003, applies to a merger of the corporation and the\n     document does not refer to an entity conversion of the corporation, the provision is deemed to apply to\n     an entity conversion of the corporation until the provision is amended.\n     [PL 2011, c. 274, §45 (AMD).]\n     SECTION HISTORY\n     PL 2001, c. 640, §A2 (NEW). PL 2001, c. 640, §B7 (AFF). PL 2003, c. 344, §B86 (AMD). PL\n     2011, c. 274, §45 (AMD).",
      "readiness": "ready",
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      "rendered": "value",
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      "source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Maine conditionally authorizes entity conversion out of a domestic business corporation within the defined unincorporated-entity universe.",
      "fetch_event_id": null,
      "pinpoint": "13-C M.R.S. §952",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§952. Entity conversion authorized\n      1. Domestic other entity. A domestic business corporation may become a domestic\n  unincorporated entity pursuant to a plan of entity conversion. If the organic law of the unincorporated\n  entity does not provide for such a conversion, section 957 governs the effect of converting to that form\n  of unincorporated entity.\n  [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       2. Foreign unincorporated entity. A domestic business corporation may become a foreign\n  unincorporated entity only if the entity conversion is permitted by the laws of the foreign jurisdiction.\n  The laws of the foreign jurisdiction govern the effect of converting to an unincorporated entity in that\n  jurisdiction.\n  [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n\n\n\n14 |                  Chapter 9. DOMESTICATION AND CONVERSION\n                                                                                             Generated\n                                                                                            10.20.2025\n\f                              MRS Title 13-C, Chapter 9. DOMESTICATION AND CONVERSION\n\n\n\n         3. Entity conversion. A domestic unincorporated entity may become a domestic business\n     corporation. Section 957 governs the effect of converting to a domestic business corporation. If the\n     organic law of a domestic unincorporated entity does not provide procedures for the approval of an\n     entity conversion, the conversion must be adopted and approved, and the entity conversion effectuated,\n     in the same manner as a merger of the unincorporated entity, and its interest holders are entitled to\n     appraisal rights if appraisal rights are available upon any type of merger under the organic law of the\n     unincorporated entity. If the organic law of a domestic unincorporated entity does not provide\n     procedures for the approval of either an entity conversion or a merger, a plan of entity conversion must\n     be adopted and approved, the entity conversion effectuated and appraisal rights exercised in accordance\n     with the procedures in this subchapter and chapter 13. Without limiting the provisions of this\n     subsection, a domestic unincorporated entity whose organic law does not provide procedures for the\n     approval of an entity conversion is subject to subsection 5 and section 954, subsection 8. For purposes\n     of applying this subchapter and chapter 13:\n             A. The unincorporated entity and its interest holders, interests and organic documents taken\n             together are deemed to be a domestic business corporation and its shareholders, shares and articles\n             of incorporation, respectively and vice versa, as the context may require; and [PL 2001, c. 640,\n             Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n        B. If the business and affairs of the unincorporated entity are managed by a group of persons that\n        is not identical to the interest holders, that group is deemed to be the board of directors. [PL 2001,\n        c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n     [PL 2003, c. 344, Pt. B, §86 (AMD).]\n         4. Authorization to become corporation. A foreign unincorporated entity may become a\n     domestic business corporation if the organic law of the foreign unincorporated entity authorizes it to\n     become a corporation in another jurisdiction. The laws of this State govern the effect of conversion to\n     a domestic business corporation pursuant to this subchapter.\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         5. Transitional rule. If any debt security, note or similar evidence of indebtedness for money\n     borrowed, whether secured or unsecured, or a contract of any kind issued, incurred or signed by a\n     domestic business corporation before July 1, 2003, applies to a merger of the corporation and the\n     document does not refer to an entity conversion of the corporation, the provision is deemed to apply to\n     an entity conversion of the corporation until the provision is amended.\n     [PL 2011, c. 274, §45 (AMD).]\n     SECTION HISTORY\n     PL 2001, c. 640, §A2 (NEW). PL 2001, c. 640, §B7 (AFF). PL 2003, c. 344, §B86 (AMD). PL\n     2011, c. 274, §45 (AMD).",
      "readiness": "ready",
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      "source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign business corporation may domesticate into Maine only when its organic law permits the domestication.",
      "fetch_event_id": null,
      "pinpoint": "13-C M.R.S. §921(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§921. Domestication\n         1. Foreign business corporation may become domestic business corporation. A foreign\n     business corporation may become a domestic business corporation only if the domestication is\n     permitted by the organic law of the foreign corporation. The laws of this State govern the effect of\n     domesticating in this State pursuant to this subchapter.\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         2. Domestic business corporation may become foreign business corporation. A domestic\n     business corporation may become a foreign business corporation only if the domestication is permitted\n     by the laws of the foreign jurisdiction. Regardless of whether the laws of the foreign jurisdiction require\n     the adoption of a plan of domestication, the domestication must be approved by the adoption by the\n     domestic business corporation of a plan of domestication in the manner provided in this subchapter.\n     The laws of the foreign jurisdiction govern the effect of domesticating in that jurisdiction.\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         3. Plan of domestication. A domestic business corporation's plan of domestication in accordance\n     with subsection 2 must include:\n             A. The name of the jurisdiction in which the corporation is to be domesticated; [PL 2001, c. 640,\n             Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n             B. The terms and conditions of the domestication; [PL 2001, c. 640, Pt. A, §2 (NEW); PL\n             2001, c. 640, Pt. B, §7 (AFF).]\n             C. The manner and basis of reclassifying the shares of the corporation following its domestication\n             into shares or other securities, obligations, rights to acquire shares or other securities, cash, other\n             property or any combination thereof; and [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640,\n             Pt. B, §7 (AFF).]\n        D. Any desired amendments to the articles of incorporation of the corporation following its\n        domestication. [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         4. Amend plan. A domestic business corporation's plan of domestication submitted in accordance\n     with subsection 2 may also include a provision that the plan may be amended prior to the filing of the\n     document required by the laws of this State or the other jurisdiction to consummate the domestication,\n     except that after approval of the plan by the shareholders the plan may not be amended to change:\n             A. The amount or kind of shares or other securities, obligations, rights to acquire shares or other\n             securities, cash or other property to be received by the shareholders under the plan; [PL 2001, c.\n             640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n             B. The articles of incorporation of the corporation as they will be in effect immediately following\n             the domestication, except for changes permitted by section 1005 or by comparable provisions of\n             the laws of the other jurisdiction; or [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt.\n             B, §7 (AFF).]\n\nGenerated\n10.20.2025                  Chapter 9. DOMESTICATION AND CONVERSION                                      | 1\n\f                         MRS Title 13-C, Chapter 9. DOMESTICATION AND CONVERSION\n\n\n\n      C. Any of the other terms or conditions of the plan if the change would adversely affect any of the\n      shareholders in any material respect. [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt.\n      B, §7 (AFF).]\n   [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       5. Transitional rule. If any debt security, note or similar evidence of indebtedness for money\n   borrowed, whether secured or unsecured, or a contract of any kind issued, incurred or signed by a\n   domestic business corporation before July 1, 2003 contains a provision applying to a merger of the\n   corporation and the document does not refer to a domestication of the corporation, the provision is\n   deemed to apply to a domestication of the corporation until the provision is amended.\n   [PL 2011, c. 274, §37 (AMD).]\n       6. Extrinsic facts. Terms of a plan of domestication may be made dependent upon facts\n   objectively ascertainable outside the plan in accordance with section 121, subsection 10.\n   [PL 2003, c. 344, Pt. B, §75 (NEW).]\n   SECTION HISTORY\n   PL 2001, c. 640, §A2 (NEW). PL 2001, c. 640, §B7 (AFF). PL 2003, c. 344, §§B74,75 (AMD).\n   PL 2011, c. 274, §37 (AMD).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb",
      "source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Maine business corporation may domesticate to another jurisdiction only when that jurisdiction permits it and Maine's plan-approval procedure is followed.",
      "fetch_event_id": null,
      "pinpoint": "13-C M.R.S. §921(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§921. Domestication\n         1. Foreign business corporation may become domestic business corporation. A foreign\n     business corporation may become a domestic business corporation only if the domestication is\n     permitted by the organic law of the foreign corporation. The laws of this State govern the effect of\n     domesticating in this State pursuant to this subchapter.\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         2. Domestic business corporation may become foreign business corporation. A domestic\n     business corporation may become a foreign business corporation only if the domestication is permitted\n     by the laws of the foreign jurisdiction. Regardless of whether the laws of the foreign jurisdiction require\n     the adoption of a plan of domestication, the domestication must be approved by the adoption by the\n     domestic business corporation of a plan of domestication in the manner provided in this subchapter.\n     The laws of the foreign jurisdiction govern the effect of domesticating in that jurisdiction.\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         3. Plan of domestication. A domestic business corporation's plan of domestication in accordance\n     with subsection 2 must include:\n             A. The name of the jurisdiction in which the corporation is to be domesticated; [PL 2001, c. 640,\n             Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n             B. The terms and conditions of the domestication; [PL 2001, c. 640, Pt. A, §2 (NEW); PL\n             2001, c. 640, Pt. B, §7 (AFF).]\n             C. The manner and basis of reclassifying the shares of the corporation following its domestication\n             into shares or other securities, obligations, rights to acquire shares or other securities, cash, other\n             property or any combination thereof; and [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640,\n             Pt. B, §7 (AFF).]\n        D. Any desired amendments to the articles of incorporation of the corporation following its\n        domestication. [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         4. Amend plan. A domestic business corporation's plan of domestication submitted in accordance\n     with subsection 2 may also include a provision that the plan may be amended prior to the filing of the\n     document required by the laws of this State or the other jurisdiction to consummate the domestication,\n     except that after approval of the plan by the shareholders the plan may not be amended to change:\n             A. The amount or kind of shares or other securities, obligations, rights to acquire shares or other\n             securities, cash or other property to be received by the shareholders under the plan; [PL 2001, c.\n             640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n             B. The articles of incorporation of the corporation as they will be in effect immediately following\n             the domestication, except for changes permitted by section 1005 or by comparable provisions of\n             the laws of the other jurisdiction; or [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt.\n             B, §7 (AFF).]\n\nGenerated\n10.20.2025                  Chapter 9. DOMESTICATION AND CONVERSION                                      | 1\n\f                         MRS Title 13-C, Chapter 9. DOMESTICATION AND CONVERSION\n\n\n\n      C. Any of the other terms or conditions of the plan if the change would adversely affect any of the\n      shareholders in any material respect. [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt.\n      B, §7 (AFF).]\n   [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       5. Transitional rule. If any debt security, note or similar evidence of indebtedness for money\n   borrowed, whether secured or unsecured, or a contract of any kind issued, incurred or signed by a\n   domestic business corporation before July 1, 2003 contains a provision applying to a merger of the\n   corporation and the document does not refer to a domestication of the corporation, the provision is\n   deemed to apply to a domestication of the corporation until the provision is amended.\n   [PL 2011, c. 274, §37 (AMD).]\n       6. Extrinsic facts. Terms of a plan of domestication may be made dependent upon facts\n   objectively ascertainable outside the plan in accordance with section 121, subsection 10.\n   [PL 2003, c. 344, Pt. B, §75 (NEW).]\n   SECTION HISTORY\n   PL 2001, c. 640, §A2 (NEW). PL 2001, c. 640, §B7 (AFF). PL 2003, c. 344, §§B74,75 (AMD).\n   PL 2011, c. 274, §37 (AMD).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb",
      "source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "13-C M.R.S. §952(3)-(4)",
          "quote": "§952. Entity conversion authorized\n      1. Domestic other entity. A domestic business corporation may become a domestic\n  unincorporated entity pursuant to a plan of entity conversion. If the organic law of the unincorporated\n  entity does not provide for such a conversion, section 957 governs the effect of converting to that form\n  of unincorporated entity.\n  [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       2. Foreign unincorporated entity. A domestic business corporation may become a foreign\n  unincorporated entity only if the entity conversion is permitted by the laws of the foreign jurisdiction.\n  The laws of the foreign jurisdiction govern the effect of converting to an unincorporated entity in that\n  jurisdiction.\n  [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n\n\n\n14 |                  Chapter 9. DOMESTICATION AND CONVERSION\n                                                                                             Generated\n                                                                                            10.20.2025\n\f                              MRS Title 13-C, Chapter 9. DOMESTICATION AND CONVERSION\n\n\n\n         3. Entity conversion. A domestic unincorporated entity may become a domestic business\n     corporation. Section 957 governs the effect of converting to a domestic business corporation. If the\n     organic law of a domestic unincorporated entity does not provide procedures for the approval of an\n     entity conversion, the conversion must be adopted and approved, and the entity conversion effectuated,\n     in the same manner as a merger of the unincorporated entity, and its interest holders are entitled to\n     appraisal rights if appraisal rights are available upon any type of merger under the organic law of the\n     unincorporated entity. If the organic law of a domestic unincorporated entity does not provide\n     procedures for the approval of either an entity conversion or a merger, a plan of entity conversion must\n     be adopted and approved, the entity conversion effectuated and appraisal rights exercised in accordance\n     with the procedures in this subchapter and chapter 13. Without limiting the provisions of this\n     subsection, a domestic unincorporated entity whose organic law does not provide procedures for the\n     approval of an entity conversion is subject to subsection 5 and section 954, subsection 8. For purposes\n     of applying this subchapter and chapter 13:\n             A. The unincorporated entity and its interest holders, interests and organic documents taken\n             together are deemed to be a domestic business corporation and its shareholders, shares and articles\n             of incorporation, respectively and vice versa, as the context may require; and [PL 2001, c. 640,\n             Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n        B. If the business and affairs of the unincorporated entity are managed by a group of persons that\n        is not identical to the interest holders, that group is deemed to be the board of directors. [PL 2001,\n        c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n     [PL 2003, c. 344, Pt. B, §86 (AMD).]\n         4. Authorization to become corporation. A foreign unincorporated entity may become a\n     domestic business corporation if the organic law of the foreign unincorporated entity authorizes it to\n     become a corporation in another jurisdiction. The laws of this State govern the effect of conversion to\n     a domestic business corporation pursuant to this subchapter.\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         5. Transitional rule. If any debt security, note or similar evidence of indebtedness for money\n     borrowed, whether secured or unsecured, or a contract of any kind issued, incurred or signed by a\n     domestic business corporation before July 1, 2003, applies to a merger of the corporation and the\n     document does not refer to an entity conversion of the corporation, the provision is deemed to apply to\n     an entity conversion of the corporation until the provision is amended.\n     [PL 2011, c. 274, §45 (AMD).]\n     SECTION HISTORY\n     PL 2001, c. 640, §A2 (NEW). PL 2001, c. 640, §B7 (AFF). PL 2003, c. 344, §B86 (AMD). PL\n     2011, c. 274, §45 (AMD).",
          "role": "inbound conversion authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb.pdf",
          "source_sha256": "83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb",
          "source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Domestic and qualifying foreign unincorporated entities may convert into a Maine business corporation; the definition lists the principal eligible forms.",
      "fetch_event_id": null,
      "pinpoint": "13-C M.R.S. §102(39)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "39. Unincorporated entity. \"Unincorporated entity\" means an organization or artificial legal\n   person that either has a separate legal existence or has the power to acquire an estate in real property in\n   its own name and that is not any of the following: a domestic or foreign business or nonprofit\n   corporation; an estate; a trust; a state; the United States; or a foreign government. \"Unincorporated\n   entity\" includes, but is not limited to, a general partnership, limited liability company, limited\n   partnership, business trust, joint stock association and unincorporated nonprofit association.\n   [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/200dd244a352c76d7a55f2fe1af59cbfdb24881d7d85c26536e894358dc84271.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "200dd244a352c76d7a55f2fe1af59cbfdb24881d7d85c26536e894358dc84271",
      "source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "13-C M.R.S. §952(1)-(2)",
          "quote": "§952. Entity conversion authorized\n      1. Domestic other entity. A domestic business corporation may become a domestic\n  unincorporated entity pursuant to a plan of entity conversion. If the organic law of the unincorporated\n  entity does not provide for such a conversion, section 957 governs the effect of converting to that form\n  of unincorporated entity.\n  [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       2. Foreign unincorporated entity. A domestic business corporation may become a foreign\n  unincorporated entity only if the entity conversion is permitted by the laws of the foreign jurisdiction.\n  The laws of the foreign jurisdiction govern the effect of converting to an unincorporated entity in that\n  jurisdiction.\n  [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n\n\n\n14 |                  Chapter 9. DOMESTICATION AND CONVERSION\n                                                                                             Generated\n                                                                                            10.20.2025\n\f                              MRS Title 13-C, Chapter 9. DOMESTICATION AND CONVERSION\n\n\n\n         3. Entity conversion. A domestic unincorporated entity may become a domestic business\n     corporation. Section 957 governs the effect of converting to a domestic business corporation. If the\n     organic law of a domestic unincorporated entity does not provide procedures for the approval of an\n     entity conversion, the conversion must be adopted and approved, and the entity conversion effectuated,\n     in the same manner as a merger of the unincorporated entity, and its interest holders are entitled to\n     appraisal rights if appraisal rights are available upon any type of merger under the organic law of the\n     unincorporated entity. If the organic law of a domestic unincorporated entity does not provide\n     procedures for the approval of either an entity conversion or a merger, a plan of entity conversion must\n     be adopted and approved, the entity conversion effectuated and appraisal rights exercised in accordance\n     with the procedures in this subchapter and chapter 13. Without limiting the provisions of this\n     subsection, a domestic unincorporated entity whose organic law does not provide procedures for the\n     approval of an entity conversion is subject to subsection 5 and section 954, subsection 8. For purposes\n     of applying this subchapter and chapter 13:\n             A. The unincorporated entity and its interest holders, interests and organic documents taken\n             together are deemed to be a domestic business corporation and its shareholders, shares and articles\n             of incorporation, respectively and vice versa, as the context may require; and [PL 2001, c. 640,\n             Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n        B. If the business and affairs of the unincorporated entity are managed by a group of persons that\n        is not identical to the interest holders, that group is deemed to be the board of directors. [PL 2001,\n        c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n     [PL 2003, c. 344, Pt. B, §86 (AMD).]\n         4. Authorization to become corporation. A foreign unincorporated entity may become a\n     domestic business corporation if the organic law of the foreign unincorporated entity authorizes it to\n     become a corporation in another jurisdiction. The laws of this State govern the effect of conversion to\n     a domestic business corporation pursuant to this subchapter.\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         5. Transitional rule. If any debt security, note or similar evidence of indebtedness for money\n     borrowed, whether secured or unsecured, or a contract of any kind issued, incurred or signed by a\n     domestic business corporation before July 1, 2003, applies to a merger of the corporation and the\n     document does not refer to an entity conversion of the corporation, the provision is deemed to apply to\n     an entity conversion of the corporation until the provision is amended.\n     [PL 2011, c. 274, §45 (AMD).]\n     SECTION HISTORY\n     PL 2001, c. 640, §A2 (NEW). PL 2001, c. 640, §B7 (AFF). PL 2003, c. 344, §B86 (AMD). PL\n     2011, c. 274, §45 (AMD).",
          "role": "outbound conversion authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb.pdf",
          "source_sha256": "83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb",
          "source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Maine business corporation may convert into a domestic or qualifying foreign unincorporated entity within the statutory definition.",
      "fetch_event_id": null,
      "pinpoint": "13-C M.R.S. §102(39)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "39. Unincorporated entity. \"Unincorporated entity\" means an organization or artificial legal\n   person that either has a separate legal existence or has the power to acquire an estate in real property in\n   its own name and that is not any of the following: a domestic or foreign business or nonprofit\n   corporation; an estate; a trust; a state; the United States; or a foreign government. \"Unincorporated\n   entity\" includes, but is not limited to, a general partnership, limited liability company, limited\n   partnership, business trust, joint stock association and unincorporated nonprofit association.\n   [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/200dd244a352c76d7a55f2fe1af59cbfdb24881d7d85c26536e894358dc84271.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "200dd244a352c76d7a55f2fe1af59cbfdb24881d7d85c26536e894358dc84271",
      "source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Maine Business Corporation Act locates domestication and conversion filing fees in §123(1)(N), (Q), and (R).",
      "fetch_event_id": null,
      "pinpoint": "13-C M.R.S. §123(1)(N), (Q), (R)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "N. For articles of domestication, the fee is $145. [PL 2003, c. 673, Pt. WWW, §13 (AMD); PL\n       2003, c. 673, Pt. WWW, §37 (AFF).]\n\n\n12 |                          Chapter 1. GENERAL PROVISIONS\n                                                                                               Generated\n                                                                                              10.20.2025\n\f                                     MRS Title 13-C, Chapter 1. GENERAL PROVISIONS\n\n\n\n             O. For articles of charter surrender, the fee is $90. [PL 2003, c. 673, Pt. WWW, §13 (AMD);\n             PL 2003, c. 673, Pt. WWW, §37 (AFF).]\n             P. For articles of nonprofit conversion, the fee is $145. [PL 2003, c. 673, Pt. WWW, §13\n             (AMD); PL 2003, c. 673, Pt. WWW, §37 (AFF).]\n             Q. For articles of domestication and conversion, the fee is $145. [PL 2003, c. 673, Pt. WWW,\n             §13 (AMD); PL 2003, c. 673, Pt. WWW, §37 (AFF).]\n             R. For articles of entity conversion, the fee is $145. [PL 2003, c. 673, Pt. WWW, §13 (AMD);\n             PL 2003, c. 673, Pt. WWW, §37 (AFF).]",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/200dd244a352c76d7a55f2fe1af59cbfdb24881d7d85c26536e894358dc84271.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "200dd244a352c76d7a55f2fe1af59cbfdb24881d7d85c26536e894358dc84271",
      "source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "13-C M.R.S. §§923–924",
          "quote": "§923. Articles of domestication\n         1. Articles of domestication. After the domestication of a foreign business corporation, referred\n     to in this section as the \"corporation,\" has been authorized as required by the laws of the foreign\n\n\n\nGenerated\n10.20.2025                  Chapter 9. DOMESTICATION AND CONVERSION                                      | 3\n\f                         MRS Title 13-C, Chapter 9. DOMESTICATION AND CONVERSION\n\n\n\n   jurisdiction, articles of domestication must be executed by an officer or other duly authorized\n   representative of the corporation. The articles must set forth:\n       A. The name of the corporation immediately before the filing of the articles of domestication and,\n       if that name is unavailable for use in this State or the corporation desires to change its name in\n       connection with the domestication, a name that satisfies the requirements of section 401; [PL\n       2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       B. The jurisdiction of incorporation of the corporation immediately before the filing of the articles\n       of domestication and the date the corporation was incorporated in that jurisdiction; and [PL 2001,\n       c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n      C. A statement that the domestication of the corporation in this State was duly authorized as\n      required by the laws of the jurisdiction in which the corporation was incorporated immediately\n      before its domestication in this State. [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt.\n      B, §7 (AFF).]\n   [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n        2. Provisions of articles of domestication. The articles of domestication of a corporation must\n   either contain all the provisions that section 202, subsection 1 requires to be set forth in articles of\n   incorporation with any other desired provisions that section 202, subsection 2 permits to be included in\n   articles of incorporation or have attached articles of incorporation. In either case, provisions that would\n   not be required by chapter 10 to be included in restated articles of incorporation may be omitted.\n   [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n        3. Delivery to Secretary of State. The articles of domestication of a corporation must be delivered\n   to the Secretary of State for filing and take effect at the effective time provided in section 125.\n   [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n      4. Certificate of authority. If the corporation is authorized to transact business in this State under\n   chapter 15, its certificate of authority is cancelled automatically on the effective date of its\n   domestication.\n   [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n   SECTION HISTORY\n   PL 2001, c. 640, §A2 (NEW). PL 2001, c. 640, §B7 (AFF).\n   §924. Surrender of charter upon domestication\n       1. Articles of charter surrender. Whenever a domestic business corporation, referred to in this\n   section as the \"corporation,\" has adopted and approved, in the manner required by this subchapter, a\n   plan of domestication providing for the corporation to be domesticated in a foreign jurisdiction, articles\n   of charter surrender must be executed on behalf of the corporation by any officer or other duly\n   authorized representative. The articles of charter surrender must set forth:\n       A. The name of the corporation; [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B,\n       §7 (AFF).]\n       B. A statement that the articles of charter surrender are being filed in connection with the\n       domestication of the corporation in a foreign jurisdiction; [PL 2001, c. 640, Pt. A, §2 (NEW);\n       PL 2001, c. 640, Pt. B, §7 (AFF).]\n       C. A statement that the domestication was duly approved by the shareholders and, if voting by any\n       separate voting group was required, by each such separate voting group, in the manner required by\n       this Act and the corporation's articles of incorporation; and [PL 2001, c. 640, Pt. A, §2 (NEW);\n       PL 2001, c. 640, Pt. B, §7 (AFF).]\n\n\n\n\n4 |                   Chapter 9. DOMESTICATION AND CONVERSION\n                                                                                                Generated\n                                                                                               10.20.2025\n\f                               MRS Title 13-C, Chapter 9. DOMESTICATION AND CONVERSION\n\n\n\n        D. The corporation's new jurisdiction of incorporation. [PL 2001, c. 640, Pt. A, §2 (NEW); PL\n        2001, c. 640, Pt. B, §7 (AFF).]\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         2. Filing of articles of charter surrender. The articles of charter surrender must be delivered by\n     the corporation to the Secretary of State for filing. The articles of charter surrender take effect on the\n     effective time provided in section 125.\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n     SECTION HISTORY\n     PL 2001, c. 640, §A2 (NEW). PL 2001, c. 640, §B7 (AFF).",
          "role": "domestication filings",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb.pdf",
          "source_sha256": "83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb",
          "source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf"
        },
        {
          "pinpoint": "13-C M.R.S. §953",
          "quote": "§953. Plan of entity conversion\n             1. Plan of entity conversion. A plan of entity conversion under section 952 must include:\n             A. A statement of the type of unincorporated entity the surviving entity will be and, if the other\n             entity will be a foreign unincorporated entity, its jurisdiction of organization; [PL 2001, c. 640,\n             Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n             B. The terms and conditions of the conversion; [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001,\n             c. 640, Pt. B, §7 (AFF).]\n             C. The manner and basis of converting the shares of the domestic business corporation following\n             its conversion into interests or other securities, obligations, rights to acquire interests or other\n             securities, cash, other property, or any combination thereof; and [PL 2001, c. 640, Pt. A, §2\n             (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n\n\nGenerated\n10.20.2025                  Chapter 9. DOMESTICATION AND CONVERSION                                 | 15\n\f                         MRS Title 13-C, Chapter 9. DOMESTICATION AND CONVERSION\n\n\n\n     D. The full text of the organic documents of the surviving entity as they will be in effect\n     immediately after consummation of the conversion. [PL 2001, c. 640, Pt. A, §2 (NEW); PL\n     2001, c. 640, Pt. B, §7 (AFF).]\n  [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n      2. Amendment of plan. A plan of entity conversion may also include a provision that the plan\n  may be amended prior to the filing of articles of entity conversion, except that after approval of the plan\n  by the shareholders the plan may not be amended to change:\n       A. The amount or kind of shares or other securities, interests, obligations, rights to acquire shares,\n       other securities or interests, cash or other property to be received under the plan by the shareholders;\n       [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       B. The organic documents that will be in effect immediately following the conversion, except for\n       changes permitted by a provision of the organic law of the surviving entity comparable to section\n       1005; or [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n     C. Any of the other terms or conditions of the plan if the change would adversely affect any of the\n     shareholders in any material respect. [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt.\n     B, §7 (AFF).]\n  [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n      3. Extrinsic facts. Terms of a plan of entity conversion may be made dependent upon facts\n  objectively ascertainable outside the plan in accordance with section 121, subsection 10.\n  [PL 2003, c. 344, Pt. B, §87 (NEW).]\n  SECTION HISTORY\n  PL 2001, c. 640, §A2 (NEW). PL 2001, c. 640, §B7 (AFF). PL 2003, c. 344, §B87 (AMD).",
          "role": "entity-conversion plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb.pdf",
          "source_sha256": "83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb",
          "source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Corporation transactions use a plan plus articles of domestication or entity conversion; outbound transactions use articles of charter surrender where specified.",
      "fetch_event_id": null,
      "pinpoint": "13-C M.R.S. §§955–956",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§955. Articles of entity conversion\n\n\nGenerated\n10.20.2025              Chapter 9. DOMESTICATION AND CONVERSION                                     | 17\n\f                        MRS Title 13-C, Chapter 9. DOMESTICATION AND CONVERSION\n\n\n\n      1. Conversion to domestic unincorporated entity. After the conversion of a domestic business\n  corporation, referred to in this subsection as the \"corporation,\" to a domestic unincorporated entity has\n  been adopted and approved as required by this Act, articles of entity conversion must be executed on\n  behalf of the corporation by an officer or other duly authorized representative. The articles must:\n       A. Set forth the name of the corporation immediately before the filing of the articles of entity\n       conversion and the name to which the name of the corporation is to be changed, which must be a\n       name that satisfies the organic law of the surviving entity; [PL 2001, c. 640, Pt. A, §2 (NEW);\n       PL 2001, c. 640, Pt. B, §7 (AFF).]\n       B. State the type of unincorporated entity that the surviving entity will be; [PL 2001, c. 640, Pt.\n       A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       C. Set forth a statement that the plan of entity conversion was duly approved by the shareholders\n       in the manner required by this Act and the corporation's articles of incorporation; and [PL 2001,\n       c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n     D. If the surviving entity is a filing entity, either contain all the provisions required to be set forth\n     in its public organic document with any other desired provisions that are permitted or have attached\n     a public organic document; except that, in either case, provisions that would not be required by\n     chapter 10 to be included in a restated public organic document may be omitted. [PL 2001, c.\n     640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n  [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       2. Conversion to domestic business corporation. After the conversion of a domestic\n  unincorporated entity to a domestic business corporation has been adopted and approved as required\n  by the organic law of the unincorporated entity, articles of entity conversion must be executed on behalf\n  of the unincorporated entity by an officer or other duly authorized representative of the unincorporated\n  entity. The articles must:\n       A. Set forth the name of the unincorporated entity immediately before the filing of the articles of\n       entity conversion and the name to which the name of the unincorporated entity is to be changed,\n       which must be a name that satisfies the requirements of section 401; [PL 2001, c. 640, Pt. A, §2\n       (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       B. Set forth a statement that the plan of entity conversion was duly approved in accordance with\n       the organic law of the unincorporated entity; and [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001,\n       c. 640, Pt. B, §7 (AFF).]\n     C. Either contain all the provisions that section 202, subsection 1 requires to be set forth in articles\n     of incorporation with any other desired provisions that section 202, subsection 2 permits to be\n     included in articles of incorporation or have attached articles of incorporation; except that, in either\n     case, provisions that would not be required under chapter 10 to be included in restated articles of\n     incorporation of a domestic business corporation may be omitted. [PL 2001, c. 640, Pt. A, §2\n     (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n  [PL 2003, c. 344, Pt. B, §90 (AMD).]\n       3. Conversion by law of foreign jurisdiction. After the conversion of a foreign unincorporated\n  entity to a domestic business corporation is authorized as required by the laws of the foreign\n  jurisdiction, articles of entity conversion must be executed on behalf of the foreign unincorporated\n  entity by an officer or other duly authorized representative of the unincorporated entity. The articles\n  must:\n       A. Set forth the name of the unincorporated entity immediately before the filing of the articles of\n       entity conversion and the name to which the name of the unincorporated entity is to be changed,\n       which must be a name that satisfies the requirements of section 401; [PL 2001, c. 640, Pt. A, §2\n       (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n\n\n18 |                 Chapter 9. DOMESTICATION AND CONVERSION\n                                                                                                Generated\n                                                                                               10.20.2025\n\f                              MRS Title 13-C, Chapter 9. DOMESTICATION AND CONVERSION\n\n\n\n             B. Set forth the jurisdiction under the laws of which the unincorporated entity was organized\n             immediately before the filing of the articles of entity conversion and the date on which the\n             unincorporated entity was organized in that jurisdiction; [PL 2001, c. 640, Pt. A, §2 (NEW); PL\n             2001, c. 640, Pt. B, §7 (AFF).]\n             C. Set forth a statement that the conversion of the unincorporated entity was duly approved in the\n             manner required by its organic law; and [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640,\n             Pt. B, §7 (AFF).]\n        D. Either contain all the provisions that section 202, subsection 1 requires to be set forth in articles\n        of incorporation with any other desired provisions that section 202, subsection 2 permits to be\n        included in articles of incorporation or have attached articles of incorporation; except that, in either\n        case, provisions that would not be required by chapter 10 to be included in restated articles of\n        incorporation of a domestic business corporation may be omitted. [PL 2001, c. 640, Pt. A, §2\n        (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n     [PL 2003, c. 344, Pt. B, §91 (AMD).]\n         3-A. File with Secretary of State. The articles of entity conversion must be delivered to the\n     Secretary of State for filing and take effect at the effective time provided in section 125.\n     [RR 2001, c. 2, Pt. A, §22 (COR); RR 2001, c. 2, Pt. A, §23 (AFF).]\n         4. Certificate of authority; cancelled. If the converting entity is a foreign unincorporated entity\n     that is authorized to transact business in this State under a provision of law similar to chapter 15, its\n     certificate of authority or other type of foreign qualification is cancelled automatically on the effective\n     date of its conversion.\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n     SECTION HISTORY\n     RR 2001, c. 2, §A22 (COR). RR 2001, c. 2, §A23 (AFF). PL 2001, c. 640, §A2 (NEW). PL\n     2001, c. 640, §B7 (AFF). PL 2003, c. 344, §§B90,91 (AMD).\n     §956. Surrender of charter upon conversion\n         1. Articles of charter surrender; domestic business corporation. Whenever a domestic\n     business corporation has adopted and approved, in the manner required by this subchapter, a plan of\n     entity conversion providing for the domestic business corporation, referred to in this section as the\n     \"corporation,\" to be converted to a foreign unincorporated entity, articles of charter surrender must be\n     executed on behalf of the corporation by an officer or other duly authorized representative of the\n     corporation. The articles of charter surrender must set forth:\n             A. The name of the corporation; [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B,\n             §7 (AFF).]\n             B. A statement that the articles of charter surrender are being filed in connection with the\n             conversion of the corporation to a foreign unincorporated entity; [PL 2001, c. 640, Pt. A, §2\n             (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n             C. A statement that the conversion was duly approved by the shareholders in the manner required\n             by this Act and the corporation's articles of incorporation; [PL 2001, c. 640, Pt. A, §2 (NEW);\n             PL 2001, c. 640, Pt. B, §7 (AFF).]\n             D. The jurisdiction under the laws of which the surviving entity is organized; and [PL 2001, c.\n             640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n        E. If the surviving entity is a nonfiling entity, the address of its executive office immediately after\n        the conversion. [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n\n\nGenerated\n10.20.2025                 Chapter 9. DOMESTICATION AND CONVERSION                                 | 19\n\f                         MRS Title 13-C, Chapter 9. DOMESTICATION AND CONVERSION\n\n\n\n      2. File with Secretary of State. The articles of charter surrender must be delivered by the\n  corporation to the Secretary of State for filing. The articles of charter surrender take effect on the\n  effective time provided in section 125.\n  [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n  SECTION HISTORY\n  PL 2001, c. 640, §A2 (NEW). PL 2001, c. 640, §B7 (AFF).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb",
      "source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "13-C M.R.S. §952(2), (4)",
          "quote": "§952. Entity conversion authorized\n      1. Domestic other entity. A domestic business corporation may become a domestic\n  unincorporated entity pursuant to a plan of entity conversion. If the organic law of the unincorporated\n  entity does not provide for such a conversion, section 957 governs the effect of converting to that form\n  of unincorporated entity.\n  [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       2. Foreign unincorporated entity. A domestic business corporation may become a foreign\n  unincorporated entity only if the entity conversion is permitted by the laws of the foreign jurisdiction.\n  The laws of the foreign jurisdiction govern the effect of converting to an unincorporated entity in that\n  jurisdiction.\n  [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n\n\n\n14 |                  Chapter 9. DOMESTICATION AND CONVERSION\n                                                                                             Generated\n                                                                                            10.20.2025\n\f                              MRS Title 13-C, Chapter 9. DOMESTICATION AND CONVERSION\n\n\n\n         3. Entity conversion. A domestic unincorporated entity may become a domestic business\n     corporation. Section 957 governs the effect of converting to a domestic business corporation. If the\n     organic law of a domestic unincorporated entity does not provide procedures for the approval of an\n     entity conversion, the conversion must be adopted and approved, and the entity conversion effectuated,\n     in the same manner as a merger of the unincorporated entity, and its interest holders are entitled to\n     appraisal rights if appraisal rights are available upon any type of merger under the organic law of the\n     unincorporated entity. If the organic law of a domestic unincorporated entity does not provide\n     procedures for the approval of either an entity conversion or a merger, a plan of entity conversion must\n     be adopted and approved, the entity conversion effectuated and appraisal rights exercised in accordance\n     with the procedures in this subchapter and chapter 13. Without limiting the provisions of this\n     subsection, a domestic unincorporated entity whose organic law does not provide procedures for the\n     approval of an entity conversion is subject to subsection 5 and section 954, subsection 8. For purposes\n     of applying this subchapter and chapter 13:\n             A. The unincorporated entity and its interest holders, interests and organic documents taken\n             together are deemed to be a domestic business corporation and its shareholders, shares and articles\n             of incorporation, respectively and vice versa, as the context may require; and [PL 2001, c. 640,\n             Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n        B. If the business and affairs of the unincorporated entity are managed by a group of persons that\n        is not identical to the interest holders, that group is deemed to be the board of directors. [PL 2001,\n        c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n     [PL 2003, c. 344, Pt. B, §86 (AMD).]\n         4. Authorization to become corporation. A foreign unincorporated entity may become a\n     domestic business corporation if the organic law of the foreign unincorporated entity authorizes it to\n     become a corporation in another jurisdiction. The laws of this State govern the effect of conversion to\n     a domestic business corporation pursuant to this subchapter.\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         5. Transitional rule. If any debt security, note or similar evidence of indebtedness for money\n     borrowed, whether secured or unsecured, or a contract of any kind issued, incurred or signed by a\n     domestic business corporation before July 1, 2003, applies to a merger of the corporation and the\n     document does not refer to an entity conversion of the corporation, the provision is deemed to apply to\n     an entity conversion of the corporation until the provision is amended.\n     [PL 2011, c. 274, §45 (AMD).]\n     SECTION HISTORY\n     PL 2001, c. 640, §A2 (NEW). PL 2001, c. 640, §B7 (AFF). PL 2003, c. 344, §B86 (AMD). PL\n     2011, c. 274, §45 (AMD).",
          "role": "conversion paired-law requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb.pdf",
          "source_sha256": "83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb",
          "source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The other jurisdiction's law must permit an interstate corporation domestication or the covered foreign unincorporated-entity conversion.",
      "fetch_event_id": null,
      "pinpoint": "13-C M.R.S. §921(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§921. Domestication\n         1. Foreign business corporation may become domestic business corporation. A foreign\n     business corporation may become a domestic business corporation only if the domestication is\n     permitted by the organic law of the foreign corporation. The laws of this State govern the effect of\n     domesticating in this State pursuant to this subchapter.\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         2. Domestic business corporation may become foreign business corporation. A domestic\n     business corporation may become a foreign business corporation only if the domestication is permitted\n     by the laws of the foreign jurisdiction. Regardless of whether the laws of the foreign jurisdiction require\n     the adoption of a plan of domestication, the domestication must be approved by the adoption by the\n     domestic business corporation of a plan of domestication in the manner provided in this subchapter.\n     The laws of the foreign jurisdiction govern the effect of domesticating in that jurisdiction.\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         3. Plan of domestication. A domestic business corporation's plan of domestication in accordance\n     with subsection 2 must include:\n             A. The name of the jurisdiction in which the corporation is to be domesticated; [PL 2001, c. 640,\n             Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n             B. The terms and conditions of the domestication; [PL 2001, c. 640, Pt. A, §2 (NEW); PL\n             2001, c. 640, Pt. B, §7 (AFF).]\n             C. The manner and basis of reclassifying the shares of the corporation following its domestication\n             into shares or other securities, obligations, rights to acquire shares or other securities, cash, other\n             property or any combination thereof; and [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640,\n             Pt. B, §7 (AFF).]\n        D. Any desired amendments to the articles of incorporation of the corporation following its\n        domestication. [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         4. Amend plan. A domestic business corporation's plan of domestication submitted in accordance\n     with subsection 2 may also include a provision that the plan may be amended prior to the filing of the\n     document required by the laws of this State or the other jurisdiction to consummate the domestication,\n     except that after approval of the plan by the shareholders the plan may not be amended to change:\n             A. The amount or kind of shares or other securities, obligations, rights to acquire shares or other\n             securities, cash or other property to be received by the shareholders under the plan; [PL 2001, c.\n             640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n             B. The articles of incorporation of the corporation as they will be in effect immediately following\n             the domestication, except for changes permitted by section 1005 or by comparable provisions of\n             the laws of the other jurisdiction; or [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt.\n             B, §7 (AFF).]\n\nGenerated\n10.20.2025                  Chapter 9. DOMESTICATION AND CONVERSION                                      | 1\n\f                         MRS Title 13-C, Chapter 9. DOMESTICATION AND CONVERSION\n\n\n\n      C. Any of the other terms or conditions of the plan if the change would adversely affect any of the\n      shareholders in any material respect. [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt.\n      B, §7 (AFF).]\n   [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       5. Transitional rule. If any debt security, note or similar evidence of indebtedness for money\n   borrowed, whether secured or unsecured, or a contract of any kind issued, incurred or signed by a\n   domestic business corporation before July 1, 2003 contains a provision applying to a merger of the\n   corporation and the document does not refer to a domestication of the corporation, the provision is\n   deemed to apply to a domestication of the corporation until the provision is amended.\n   [PL 2011, c. 274, §37 (AMD).]\n       6. Extrinsic facts. Terms of a plan of domestication may be made dependent upon facts\n   objectively ascertainable outside the plan in accordance with section 121, subsection 10.\n   [PL 2003, c. 344, Pt. B, §75 (NEW).]\n   SECTION HISTORY\n   PL 2001, c. 640, §A2 (NEW). PL 2001, c. 640, §B7 (AFF). PL 2003, c. 344, §§B74,75 (AMD).\n   PL 2011, c. 274, §37 (AMD).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb",
      "source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Maine Business Corporation Act uses the term domestication for a corporation's same-type home-jurisdiction move.",
      "fetch_event_id": null,
      "pinpoint": "13-C M.R.S. §921",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§921. Domestication\n         1. Foreign business corporation may become domestic business corporation. A foreign\n     business corporation may become a domestic business corporation only if the domestication is\n     permitted by the organic law of the foreign corporation. The laws of this State govern the effect of\n     domesticating in this State pursuant to this subchapter.\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         2. Domestic business corporation may become foreign business corporation. A domestic\n     business corporation may become a foreign business corporation only if the domestication is permitted\n     by the laws of the foreign jurisdiction. Regardless of whether the laws of the foreign jurisdiction require\n     the adoption of a plan of domestication, the domestication must be approved by the adoption by the\n     domestic business corporation of a plan of domestication in the manner provided in this subchapter.\n     The laws of the foreign jurisdiction govern the effect of domesticating in that jurisdiction.\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         3. Plan of domestication. A domestic business corporation's plan of domestication in accordance\n     with subsection 2 must include:\n             A. The name of the jurisdiction in which the corporation is to be domesticated; [PL 2001, c. 640,\n             Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n             B. The terms and conditions of the domestication; [PL 2001, c. 640, Pt. A, §2 (NEW); PL\n             2001, c. 640, Pt. B, §7 (AFF).]\n             C. The manner and basis of reclassifying the shares of the corporation following its domestication\n             into shares or other securities, obligations, rights to acquire shares or other securities, cash, other\n             property or any combination thereof; and [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640,\n             Pt. B, §7 (AFF).]\n        D. Any desired amendments to the articles of incorporation of the corporation following its\n        domestication. [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n     [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n         4. Amend plan. A domestic business corporation's plan of domestication submitted in accordance\n     with subsection 2 may also include a provision that the plan may be amended prior to the filing of the\n     document required by the laws of this State or the other jurisdiction to consummate the domestication,\n     except that after approval of the plan by the shareholders the plan may not be amended to change:\n             A. The amount or kind of shares or other securities, obligations, rights to acquire shares or other\n             securities, cash or other property to be received by the shareholders under the plan; [PL 2001, c.\n             640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n             B. The articles of incorporation of the corporation as they will be in effect immediately following\n             the domestication, except for changes permitted by section 1005 or by comparable provisions of\n             the laws of the other jurisdiction; or [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt.\n             B, §7 (AFF).]\n\nGenerated\n10.20.2025                  Chapter 9. DOMESTICATION AND CONVERSION                                      | 1\n\f                         MRS Title 13-C, Chapter 9. DOMESTICATION AND CONVERSION\n\n\n\n      C. Any of the other terms or conditions of the plan if the change would adversely affect any of the\n      shareholders in any material respect. [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt.\n      B, §7 (AFF).]\n   [PL 2001, c. 640, Pt. A, §2 (NEW); PL 2001, c. 640, Pt. B, §7 (AFF).]\n       5. Transitional rule. If any debt security, note or similar evidence of indebtedness for money\n   borrowed, whether secured or unsecured, or a contract of any kind issued, incurred or signed by a\n   domestic business corporation before July 1, 2003 contains a provision applying to a merger of the\n   corporation and the document does not refer to a domestication of the corporation, the provision is\n   deemed to apply to a domestication of the corporation until the provision is amended.\n   [PL 2011, c. 274, §37 (AMD).]\n       6. Extrinsic facts. Terms of a plan of domestication may be made dependent upon facts\n   objectively ascertainable outside the plan in accordance with section 121, subsection 10.\n   [PL 2003, c. 344, Pt. B, §75 (NEW).]\n   SECTION HISTORY\n   PL 2001, c. 640, §A2 (NEW). PL 2001, c. 640, §B7 (AFF). PL 2003, c. 344, §§B74,75 (AMD).\n   PL 2011, c. 274, §37 (AMD).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb",
      "source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in the mapped Maine CORP transaction provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "83900140d94e88d3a0a75bc90d194ab5d9e95e3a1269ee161bd60f839f868ecb",
      "source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "31 M.R.S. §1649(1)",
          "quote": "§1649. Restrictions on approval of mergers and conversions\n      1. Written consent. If a member of a converting or constituent limited liability company will\n  have personal liability with respect to a converted or surviving organization, approval and amendment\n  of a plan of conversion or plan of merger are ineffective without that member's written consent to that\n  plan.\n  [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n      2. Consent to agreement. A member does not give the consent required by subsection 1 merely\n  by consenting to a provision of the limited liability company agreement that permits the limited liability\n  company agreement to be amended with the consent of fewer than all the members.\n  [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n  SECTION HISTORY\n  PL 2009, c. 629, Pt. A, §2 (NEW). PL 2009, c. 629, Pt. A, §3 (AFF).",
          "role": "personal-liability written consent",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214.pdf",
          "source_sha256": "a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214",
          "source_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "All LLC members must consent to the conversion plan, and a member who would acquire personal liability must give written consent.",
      "fetch_event_id": null,
      "pinpoint": "31 M.R.S. §1646(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§1646. Action on plan of conversion by converting limited liability company\n         1. Consent. A plan of conversion must be consented to by all the members of a converting limited\n     liability company.\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n         2. Amend or abandon. After a conversion is approved, and at any time before the statement of\n     conversion is delivered to the office of the Secretary of State for filing under section 1647, a converting\n     limited liability company may amend the plan or abandon the conversion:\n             A. As provided in the plan; or [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3\n             (AFF).]\n             B. Except as otherwise prohibited in the plan, by the same consent as was required to approve the\n             plan. [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n\n\nGenerated\n10.20.2025                   Chapter 21. LIMITED LIABILITY COMPANIES                               | 55\n\f                           MRS Title 31, Chapter 21. LIMITED LIABILITY COMPANIES\n\n\n\n  [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n  SECTION HISTORY\n  PL 2009, c. 629, Pt. A, §2 (NEW). PL 2009, c. 629, Pt. A, §3 (AFF).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The converted organization remains the same entity; property, liabilities, rights, and pending proceedings continue without a transfer or dissolution.",
      "fetch_event_id": null,
      "pinpoint": "31 M.R.S. §1648(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§1648. Effect of conversion\n          1. Same organization. An organization that has been converted pursuant to this subchapter is for\n     all purposes the same entity that existed before the conversion.\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             2. Effect of conversion. When a conversion takes effect:\n             A. All property owned by the converting organization remains vested in the converted\n             organization; [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             B. All debts, obligations or other liabilities of the converting organization continue as debts,\n             obligations or other liabilities of the converted organization; [PL 2009, c. 629, Pt. A, §2 (NEW);\n             PL 2009, c. 629, Pt. A, §3 (AFF).]\n             C. An action or proceeding pending by or against the converting organization may be continued\n             as if the conversion had not occurred, or the converted organization may be, but need not be,\n             substituted in the action; [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3\n             (AFF).]\n             D. Except as prohibited by other law, all of the rights, privileges, immunities, powers and purposes\n             of the converting organization remain vested in the converted organization; [PL 2009, c. 629, Pt.\n             A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             E. Except as otherwise provided in the plan of conversion, the terms and conditions of the plan of\n             conversion take effect; [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             F. Except as otherwise agreed, the converting organization is not required to wind up its affairs or\n             pay its liabilities and distribute its assets, and the conversion may not be deemed to constitute a\n             dissolution of that converting organization. When a converting organization has been converted to\n             a limited liability company pursuant to this subchapter, the limited liability company is deemed to\n             be the same organization as the converting organization, and the conversion constitutes a\n             continuation of the existence of the converting organization in the form of a limited liability\n             company; [PL 2011, c. 113, Pt. A, §24 (AMD).]\n             G. The rights, privileges, powers and interests in property of the converting organization, as well\n             as the debts, liabilities and duties of the converting organization, are not deemed, as a consequence\n             of the conversion, to have been transferred to the converted organization; and [PL 2009, c. 629,\n             Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n        H. If the converted organization is a limited liability company, the existence of the limited liability\n        company is deemed to have commenced on the date the converting organization commenced its\n        existence in the jurisdiction in which the converting organization was first created, formed,\n        organized, incorporated or otherwise came into being. [PL 2009, c. 629, Pt. A, §2 (NEW); PL\n        2009, c. 629, Pt. A, §3 (AFF).]\n     [PL 2011, c. 113, Pt. A, §24 (AMD).]",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Maine conditionally authorizes conversion into a domestic LLC when the other entity's governing statute and the governing jurisdictions permit it.",
      "fetch_event_id": null,
      "pinpoint": "31 M.R.S. §1645",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§1645. Conversion\n\n\n\n54 |                    Chapter 21. LIMITED LIABILITY COMPANIES\n                                                                                              Generated\n                                                                                             10.20.2025\n\f                                 MRS Title 31, Chapter 21. LIMITED LIABILITY COMPANIES\n\n\n\n          1. Conversion. An organization other than a limited liability company, including but not limited\n     to a foreign organization, may convert to a limited liability company, and a limited liability company\n     may convert to an organization other than a limited liability company pursuant to this section, sections\n     1646 to 1648 and a plan of conversion, if:\n             A. The governing statute of the organization that is not a limited liability company authorizes the\n             conversion; [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             B. The law of the jurisdiction governing the converting organization and the converted\n             organization does not prohibit the conversion; and [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009,\n             c. 629, Pt. A, §3 (AFF).]\n        C. The converting organization and the converted organization each complies with its respective\n        governing statute in effecting the conversion. [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c.\n        629, Pt. A, §3 (AFF).]\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             2. Plan of conversion. A plan of conversion must be in a record and must include:\n             A. The name, date of organization, jurisdiction and form of the converting organization before\n             conversion; [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             B. The name, jurisdiction and form of the converted organization after conversion; [PL 2009, c.\n             629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             C. The terms and conditions of the conversion, including the manner and basis for converting\n             interests in the converting organization into any combination of money, interests in the converted\n             organization and other consideration as allowed in subsection 3; and [PL 2009, c. 629, Pt. A, §2\n             (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n        D. The organizational documents of the converted organization that are, or are proposed to be, in\n        a record. [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n         3. Exchange or conversion. In connection with a conversion, rights or securities of or interests\n     in the converting organization may be exchanged for or converted into cash, property or rights or\n     securities of or interests in the converted organization or, in addition to or in lieu thereof, may be\n     exchanged for or converted into cash, property or rights or securities of or interests in another\n     organization or may be cancelled.\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n     SECTION HISTORY\n     PL 2009, c. 629, Pt. A, §2 (NEW). PL 2009, c. 629, Pt. A, §3 (AFF).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Maine conditionally authorizes conversion out of a domestic LLC when the other entity's governing statute and the governing jurisdictions permit it.",
      "fetch_event_id": null,
      "pinpoint": "31 M.R.S. §1645",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§1645. Conversion\n\n\n\n54 |                    Chapter 21. LIMITED LIABILITY COMPANIES\n                                                                                              Generated\n                                                                                             10.20.2025\n\f                                 MRS Title 31, Chapter 21. LIMITED LIABILITY COMPANIES\n\n\n\n          1. Conversion. An organization other than a limited liability company, including but not limited\n     to a foreign organization, may convert to a limited liability company, and a limited liability company\n     may convert to an organization other than a limited liability company pursuant to this section, sections\n     1646 to 1648 and a plan of conversion, if:\n             A. The governing statute of the organization that is not a limited liability company authorizes the\n             conversion; [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             B. The law of the jurisdiction governing the converting organization and the converted\n             organization does not prohibit the conversion; and [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009,\n             c. 629, Pt. A, §3 (AFF).]\n        C. The converting organization and the converted organization each complies with its respective\n        governing statute in effecting the conversion. [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c.\n        629, Pt. A, §3 (AFF).]\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             2. Plan of conversion. A plan of conversion must be in a record and must include:\n             A. The name, date of organization, jurisdiction and form of the converting organization before\n             conversion; [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             B. The name, jurisdiction and form of the converted organization after conversion; [PL 2009, c.\n             629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             C. The terms and conditions of the conversion, including the manner and basis for converting\n             interests in the converting organization into any combination of money, interests in the converted\n             organization and other consideration as allowed in subsection 3; and [PL 2009, c. 629, Pt. A, §2\n             (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n        D. The organizational documents of the converted organization that are, or are proposed to be, in\n        a record. [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n         3. Exchange or conversion. In connection with a conversion, rights or securities of or interests\n     in the converting organization may be exchanged for or converted into cash, property or rights or\n     securities of or interests in the converted organization or, in addition to or in lieu thereof, may be\n     exchanged for or converted into cash, property or rights or securities of or interests in another\n     organization or may be cancelled.\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n     SECTION HISTORY\n     PL 2009, c. 629, Pt. A, §2 (NEW). PL 2009, c. 629, Pt. A, §3 (AFF).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No procedure authorizing a foreign LLC to become a Maine LLC was located in the complete Maine LLC Act; §1645 reaches only an organization other than an LLC.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No procedure authorizing a Maine LLC to become a foreign LLC was located in the complete Maine LLC Act; §1645 reaches only an organization other than an LLC.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "31 M.R.S. §1645(1)",
          "quote": "§1645. Conversion\n\n\n\n54 |                    Chapter 21. LIMITED LIABILITY COMPANIES\n                                                                                              Generated\n                                                                                             10.20.2025\n\f                                 MRS Title 31, Chapter 21. LIMITED LIABILITY COMPANIES\n\n\n\n          1. Conversion. An organization other than a limited liability company, including but not limited\n     to a foreign organization, may convert to a limited liability company, and a limited liability company\n     may convert to an organization other than a limited liability company pursuant to this section, sections\n     1646 to 1648 and a plan of conversion, if:\n             A. The governing statute of the organization that is not a limited liability company authorizes the\n             conversion; [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             B. The law of the jurisdiction governing the converting organization and the converted\n             organization does not prohibit the conversion; and [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009,\n             c. 629, Pt. A, §3 (AFF).]\n        C. The converting organization and the converted organization each complies with its respective\n        governing statute in effecting the conversion. [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c.\n        629, Pt. A, §3 (AFF).]\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             2. Plan of conversion. A plan of conversion must be in a record and must include:\n             A. The name, date of organization, jurisdiction and form of the converting organization before\n             conversion; [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             B. The name, jurisdiction and form of the converted organization after conversion; [PL 2009, c.\n             629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             C. The terms and conditions of the conversion, including the manner and basis for converting\n             interests in the converting organization into any combination of money, interests in the converted\n             organization and other consideration as allowed in subsection 3; and [PL 2009, c. 629, Pt. A, §2\n             (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n        D. The organizational documents of the converted organization that are, or are proposed to be, in\n        a record. [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n         3. Exchange or conversion. In connection with a conversion, rights or securities of or interests\n     in the converting organization may be exchanged for or converted into cash, property or rights or\n     securities of or interests in the converted organization or, in addition to or in lieu thereof, may be\n     exchanged for or converted into cash, property or rights or securities of or interests in another\n     organization or may be cancelled.\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n     SECTION HISTORY\n     PL 2009, c. 629, Pt. A, §2 (NEW). PL 2009, c. 629, Pt. A, §3 (AFF).",
          "role": "operative source-type limitation",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214.pdf",
          "source_sha256": "a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214",
          "source_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An organization other than an LLC may convert into a Maine LLC; the statutory organization definition covers domestic and foreign entity forms.",
      "fetch_event_id": null,
      "pinpoint": "31 M.R.S. §1502(19)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "19. Organization. \"Organization\" means, whether domestic or foreign: a partnership, whether\n     general or limited; a limited liability company; a business trust; an association; a corporation; a\n     professional corporation; a professional association; a nonprofit corporation; a government, including\n     a state, county or any other governmental subdivision, agency or instrumentality; or other entity.\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "31 M.R.S. §1645(1)",
          "quote": "§1645. Conversion\n\n\n\n54 |                    Chapter 21. LIMITED LIABILITY COMPANIES\n                                                                                              Generated\n                                                                                             10.20.2025\n\f                                 MRS Title 31, Chapter 21. LIMITED LIABILITY COMPANIES\n\n\n\n          1. Conversion. An organization other than a limited liability company, including but not limited\n     to a foreign organization, may convert to a limited liability company, and a limited liability company\n     may convert to an organization other than a limited liability company pursuant to this section, sections\n     1646 to 1648 and a plan of conversion, if:\n             A. The governing statute of the organization that is not a limited liability company authorizes the\n             conversion; [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             B. The law of the jurisdiction governing the converting organization and the converted\n             organization does not prohibit the conversion; and [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009,\n             c. 629, Pt. A, §3 (AFF).]\n        C. The converting organization and the converted organization each complies with its respective\n        governing statute in effecting the conversion. [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c.\n        629, Pt. A, §3 (AFF).]\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             2. Plan of conversion. A plan of conversion must be in a record and must include:\n             A. The name, date of organization, jurisdiction and form of the converting organization before\n             conversion; [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             B. The name, jurisdiction and form of the converted organization after conversion; [PL 2009, c.\n             629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             C. The terms and conditions of the conversion, including the manner and basis for converting\n             interests in the converting organization into any combination of money, interests in the converted\n             organization and other consideration as allowed in subsection 3; and [PL 2009, c. 629, Pt. A, §2\n             (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n        D. The organizational documents of the converted organization that are, or are proposed to be, in\n        a record. [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n         3. Exchange or conversion. In connection with a conversion, rights or securities of or interests\n     in the converting organization may be exchanged for or converted into cash, property or rights or\n     securities of or interests in the converted organization or, in addition to or in lieu thereof, may be\n     exchanged for or converted into cash, property or rights or securities of or interests in another\n     organization or may be cancelled.\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n     SECTION HISTORY\n     PL 2009, c. 629, Pt. A, §2 (NEW). PL 2009, c. 629, Pt. A, §3 (AFF).",
          "role": "operative target-type limitation",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214.pdf",
          "source_sha256": "a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214",
          "source_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Maine LLC may convert into an organization other than an LLC within the statute's domestic-and-foreign organization definition.",
      "fetch_event_id": null,
      "pinpoint": "31 M.R.S. §1502(19)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "19. Organization. \"Organization\" means, whether domestic or foreign: a partnership, whether\n     general or limited; a limited liability company; a business trust; an association; a corporation; a\n     professional corporation; a professional association; a nonprofit corporation; a government, including\n     a state, county or any other governmental subdivision, agency or instrumentality; or other entity.\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Maine LLC Act locates statement-of-conversion filing fees in §1680(23), organized by destination entity type.",
      "fetch_event_id": null,
      "pinpoint": "31 M.R.S. §1680(23)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "23. Statement of conversion. For filing a statement of conversion under section 1647 to convert\n     to a business corporation governed by Title 13‑C, a fee of $145; for filing a statement of conversion\n     under section 1647 to convert to a nonprofit corporation governed by Title 13‑B, a fee of $40; for filing\n     a statement of conversion under section 1647 to convert to a limited partnership governed by chapter\n     19, a fee of $175; for filing a statement of conversion under section 1647 to convert to a limited liability\n     partnership governed by chapter 15, a fee of $175; and for filing a statement of conversion under section\n     1647 to convert to a partnership governed by chapter 17, a fee of $175;\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "31 M.R.S. §1645(2)",
          "quote": "§1645. Conversion\n\n\n\n54 |                    Chapter 21. LIMITED LIABILITY COMPANIES\n                                                                                              Generated\n                                                                                             10.20.2025\n\f                                 MRS Title 31, Chapter 21. LIMITED LIABILITY COMPANIES\n\n\n\n          1. Conversion. An organization other than a limited liability company, including but not limited\n     to a foreign organization, may convert to a limited liability company, and a limited liability company\n     may convert to an organization other than a limited liability company pursuant to this section, sections\n     1646 to 1648 and a plan of conversion, if:\n             A. The governing statute of the organization that is not a limited liability company authorizes the\n             conversion; [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             B. The law of the jurisdiction governing the converting organization and the converted\n             organization does not prohibit the conversion; and [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009,\n             c. 629, Pt. A, §3 (AFF).]\n        C. The converting organization and the converted organization each complies with its respective\n        governing statute in effecting the conversion. [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c.\n        629, Pt. A, §3 (AFF).]\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             2. Plan of conversion. A plan of conversion must be in a record and must include:\n             A. The name, date of organization, jurisdiction and form of the converting organization before\n             conversion; [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             B. The name, jurisdiction and form of the converted organization after conversion; [PL 2009, c.\n             629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             C. The terms and conditions of the conversion, including the manner and basis for converting\n             interests in the converting organization into any combination of money, interests in the converted\n             organization and other consideration as allowed in subsection 3; and [PL 2009, c. 629, Pt. A, §2\n             (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n        D. The organizational documents of the converted organization that are, or are proposed to be, in\n        a record. [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n         3. Exchange or conversion. In connection with a conversion, rights or securities of or interests\n     in the converting organization may be exchanged for or converted into cash, property or rights or\n     securities of or interests in the converted organization or, in addition to or in lieu thereof, may be\n     exchanged for or converted into cash, property or rights or securities of or interests in another\n     organization or may be cancelled.\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n     SECTION HISTORY\n     PL 2009, c. 629, Pt. A, §2 (NEW). PL 2009, c. 629, Pt. A, §3 (AFF).",
          "role": "plan requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214.pdf",
          "source_sha256": "a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214",
          "source_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The conversion uses a plan and a filed statement of conversion; an inbound conversion also files a certificate of formation.",
      "fetch_event_id": null,
      "pinpoint": "31 M.R.S. §1647",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§1647. Filings required for conversion; effective date\n       1. After conversion approved. After a plan of conversion is approved:\n       A. A converting limited liability company shall deliver to the office of the Secretary of State for\n       filing a statement of conversion, which must be signed as provided in section 1676, subsection 1\n       and must include:\n           (1) A statement that the converting limited liability company has been converted into the\n           converted organization;\n           (2) The name and form of the converted organization, the jurisdiction of its governing statute,\n           the date of its organization and the address of its principal office;\n           (3) The date the conversion is effective under the governing statute of the converted\n           organization;\n           (4) A statement that the conversion was approved as required by this chapter and the limited\n           liability company agreement;\n           (5) A statement that the conversion was approved as required by the governing statute of the\n           converted organization; and\n           (6) If the converted organization is a foreign organization not authorized to conduct business\n           in this State, an acknowledgment that it may be served with process in this State by certified\n           mail and the address of its principal office for the purposes of section 1648, subsection 3; and\n           [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n       B. If the converted organization is a limited liability company, the converting organization shall\n       deliver to the office of the Secretary of State for filing a certificate of formation, which must\n       include, in addition to the information required by section 1531, subsection 1:\n           (1) A statement that the converted organization was converted from the converting\n           organization;\n           (2) The name and form of the converting organization, the jurisdiction of the converting\n           organization's governing statute and the date of its organization; and\n         (3) A statement that the conversion was approved as required by the governing statute of the\n         converting organization. [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3\n         (AFF).]\n  [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n       2. Effective date. A conversion becomes effective:\n       A. If the converted organization is a limited liability company, when the certificate of formation\n       takes effect; and [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n     B. If the converted organization is not a limited liability company, as provided by the governing\n     statute of the converted organization. [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt.\n     A, §3 (AFF).]\n  [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n  SECTION HISTORY\n  PL 2009, c. 629, Pt. A, §2 (NEW). PL 2009, c. 629, Pt. A, §3 (AFF).\n\n\n\n56 |                   Chapter 21. LIMITED LIABILITY COMPANIES\n                                                                                             Generated\n                                                                                            10.20.2025\n\f                                  MRS Title 31, Chapter 21. LIMITED LIABILITY COMPANIES",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The non-LLC governing statute must authorize conversion, neither governing jurisdiction may prohibit it, and both organizations must comply with their governing statutes.",
      "fetch_event_id": null,
      "pinpoint": "31 M.R.S. §1645(1)(A)-(C)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§1645. Conversion\n\n\n\n54 |                    Chapter 21. LIMITED LIABILITY COMPANIES\n                                                                                              Generated\n                                                                                             10.20.2025\n\f                                 MRS Title 31, Chapter 21. LIMITED LIABILITY COMPANIES\n\n\n\n          1. Conversion. An organization other than a limited liability company, including but not limited\n     to a foreign organization, may convert to a limited liability company, and a limited liability company\n     may convert to an organization other than a limited liability company pursuant to this section, sections\n     1646 to 1648 and a plan of conversion, if:\n             A. The governing statute of the organization that is not a limited liability company authorizes the\n             conversion; [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             B. The law of the jurisdiction governing the converting organization and the converted\n             organization does not prohibit the conversion; and [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009,\n             c. 629, Pt. A, §3 (AFF).]\n        C. The converting organization and the converted organization each complies with its respective\n        governing statute in effecting the conversion. [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c.\n        629, Pt. A, §3 (AFF).]\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             2. Plan of conversion. A plan of conversion must be in a record and must include:\n             A. The name, date of organization, jurisdiction and form of the converting organization before\n             conversion; [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             B. The name, jurisdiction and form of the converted organization after conversion; [PL 2009, c.\n             629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n             C. The terms and conditions of the conversion, including the manner and basis for converting\n             interests in the converting organization into any combination of money, interests in the converted\n             organization and other consideration as allowed in subsection 3; and [PL 2009, c. 629, Pt. A, §2\n             (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n        D. The organizational documents of the converted organization that are, or are proposed to be, in\n        a record. [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n         3. Exchange or conversion. In connection with a conversion, rights or securities of or interests\n     in the converting organization may be exchanged for or converted into cash, property or rights or\n     securities of or interests in the converted organization or, in addition to or in lieu thereof, may be\n     exchanged for or converted into cash, property or rights or securities of or interests in another\n     organization or may be cancelled.\n     [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]\n     SECTION HISTORY\n     PL 2009, c. 629, Pt. A, §2 (NEW). PL 2009, c. 629, Pt. A, §3 (AFF).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The complete Maine LLC Act does not use domestication, redomiciliation, or continuance as an LLC home-jurisdiction procedure.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in the mapped Maine LLC transaction provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a879b5f7b435467656818251a06e668fe924b6a2e568743f14fe8cca0f21d214",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "31 M.R.S. §1440(1)",
          "quote": "§1440. Restrictions on approval of conversions and mergers and on relinquishing limited liability\n            limited partnership status\n         1. Consent for personal liability; exceptions. If a partner of a converting or constituent limited\n     partnership will have personal liability with respect to a converted or surviving organization, approval\n     and amendment of a plan of conversion or merger are ineffective without the consent of the partner\n     unless:\n             A. The limited partnership's partnership agreement provides for the approval of the conversion or\n             merger with the consent of fewer than all the partners; and [PL 2005, c. 543, Pt. C, §2 (NEW).]\n        B. The partner has consented to the provision of the partnership agreement. [PL 2005, c. 543,\n        Pt. C, §2 (NEW).]\n     [PL 2005, c. 543, Pt. C, §2 (NEW).]\n          2. Consent required for amendment to certificate; exception. An amendment to a certificate\n     of limited partnership that deletes a statement that the limited partnership is a limited liability limited\n     partnership is ineffective without the consent of each general partner unless:\n             A. The limited partnership's partnership agreement provides for the amendment with the consent\n             of fewer than all the general partners; and [PL 2005, c. 543, Pt. C, §2 (NEW).]\n        B. Each general partner that does not consent to the amendment has consented to the provision of\n        the partnership agreement. [PL 2005, c. 543, Pt. C, §2 (NEW).]\n     [PL 2005, c. 543, Pt. C, §2 (NEW).]\n         3. Insufficient consent. A partner does not give the consent required by subsection 1 or 2 merely\n     by consenting to a provision of the partnership agreement that permits the partnership agreement to be\n     amended with the consent of fewer than all the partners.\n\nGenerated\n10.20.2025                Chapter 19. UNIFORM LIMITED PARTNERSHIP ACT                                 | 65\n\f                         MRS Title 31, Chapter 19. UNIFORM LIMITED PARTNERSHIP ACT\n\n\n\n  [PL 2005, c. 543, Pt. C, §2 (NEW).]\n  SECTION HISTORY\n  PL 2005, c. 543, §C2 (NEW).",
          "role": "personal-liability consent restriction",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa.pdf",
          "source_sha256": "01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa",
          "source_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "All partners must consent to an LP conversion plan, and a partner who would acquire personal liability must consent under §1440.",
      "fetch_event_id": null,
      "pinpoint": "31 M.R.S. §1433(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§1433. Action on plan of conversion by converting limited partnership\n      1. Consent. Subject to section 1440, a plan of conversion must be consented to by all the partners\n  of a converting limited partnership.\n  [PL 2005, c. 543, Pt. C, §2 (NEW).]\n      2. Amend plan or abandon planned conversion. Subject to section 1440 and any contractual\n  rights, after a conversion is approved, and at any time before a filing is made under section 1434, a\n  converting limited partnership may amend the plan or abandon the planned conversion:\n       A. As provided in the plan; and [PL 2005, c. 543, Pt. C, §2 (NEW).]\n       B. Except as prohibited by the plan, by the same consent as was required to approve the plan. [PL\n       2005, c. 543, Pt. C, §2 (NEW).]\n\n\n60 |                Chapter 19. UNIFORM LIMITED PARTNERSHIP ACT\n                                                                                               Generated\n                                                                                              10.20.2025\n\f                               MRS Title 31, Chapter 19. UNIFORM LIMITED PARTNERSHIP ACT\n\n\n\n     [PL 2005, c. 543, Pt. C, §2 (NEW).]\n     SECTION HISTORY\n     PL 2005, c. 543, §C2 (NEW).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The converted organization remains the same entity; property, obligations, rights, and pending proceedings continue, and the LP is not dissolved.",
      "fetch_event_id": null,
      "pinpoint": "31 M.R.S. §1435(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§1435. Effect of conversion\n         1. Same entity. An organization that has been converted pursuant to this subchapter is for all\n     purposes the same entity that existed before the conversion.\n     [PL 2005, c. 543, Pt. C, §2 (NEW).]\n             2. Effect of conversion. When a conversion takes effect:\n\n\nGenerated\n10.20.2025                Chapter 19. UNIFORM LIMITED PARTNERSHIP ACT                                 | 61\n\f                         MRS Title 31, Chapter 19. UNIFORM LIMITED PARTNERSHIP ACT\n\n\n\n       A. All property owned by the converting organization remains vested in the converted\n       organization; [PL 2005, c. 543, Pt. C, §2 (NEW).]\n       B. All debts, liabilities and other obligations of the converting organization continue as obligations\n       of the converted organization; [PL 2005, c. 543, Pt. C, §2 (NEW).]\n       C. An action or proceeding pending by or against the converting organization may be continued\n       as if the conversion had not occurred; [PL 2005, c. 543, Pt. C, §2 (NEW).]\n       D. Except as prohibited by other law, all of the rights, privileges, immunities, powers and purposes\n       of the converting organization remain vested in the converted organization; [PL 2005, c. 543, Pt.\n       C, §2 (NEW).]\n       E. Except as otherwise provided in the plan of conversion, the terms and conditions of the plan of\n       conversion take effect; and [PL 2005, c. 543, Pt. C, §2 (NEW).]\n     F. Except as otherwise agreed, the conversion does not dissolve a converting limited partnership\n     for the purposes of subchapter 8. [PL 2005, c. 543, Pt. C, §2 (NEW).]\n  [PL 2005, c. 543, Pt. C, §2 (NEW).]",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Maine conditionally authorizes conversion into a domestic LP when the other organization's governing statute and jurisdiction permit it.",
      "fetch_event_id": null,
      "pinpoint": "31 M.R.S. §1432",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§1432. Conversion\n      1. Conversion to or from limited partnership. An organization other than a limited partnership\n  may convert to a limited partnership and a limited partnership may convert to another organization\n  pursuant to this section and sections 1433 to 1435 and a plan of conversion if:\n       A. The other organization's governing statute authorizes the conversion; [PL 2005, c. 543, Pt.\n       C, §2 (NEW).]\n       B. The conversion is not prohibited by the law of the jurisdiction that enacted the governing statute;\n       and [PL 2005, c. 543, Pt. C, §2 (NEW).]\n     C. The other organization complies with its governing statute in effecting the conversion. [PL\n     2005, c. 543, Pt. C, §2 (NEW).]\n  [PL 2005, c. 543, Pt. C, §2 (NEW).]\n       2. Plan of conversion. A plan of conversion must be in a record and must include:\n       A. The name and form of the organization before conversion; [PL 2005, c. 543, Pt. C, §2\n       (NEW).]\n       B. The name and form of the organization after conversion; [PL 2005, c. 543, Pt. C, §2 (NEW).]\n       C. The terms and conditions of the conversion, including the manner and basis for converting\n       interests in the converting organization into any combination of money, interests in the converted\n       organization and other consideration; and [PL 2005, c. 543, Pt. C, §2 (NEW).]\n     D. The organizational documents of the converted organization. [PL 2005, c. 543, Pt. C, §2\n     (NEW).]\n  [PL 2005, c. 543, Pt. C, §2 (NEW).]\n  SECTION HISTORY\n  PL 2005, c. 543, §C2 (NEW).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Maine conditionally authorizes conversion out of a domestic LP when the other organization's governing statute and jurisdiction permit it.",
      "fetch_event_id": null,
      "pinpoint": "31 M.R.S. §1432",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§1432. Conversion\n      1. Conversion to or from limited partnership. An organization other than a limited partnership\n  may convert to a limited partnership and a limited partnership may convert to another organization\n  pursuant to this section and sections 1433 to 1435 and a plan of conversion if:\n       A. The other organization's governing statute authorizes the conversion; [PL 2005, c. 543, Pt.\n       C, §2 (NEW).]\n       B. The conversion is not prohibited by the law of the jurisdiction that enacted the governing statute;\n       and [PL 2005, c. 543, Pt. C, §2 (NEW).]\n     C. The other organization complies with its governing statute in effecting the conversion. [PL\n     2005, c. 543, Pt. C, §2 (NEW).]\n  [PL 2005, c. 543, Pt. C, §2 (NEW).]\n       2. Plan of conversion. A plan of conversion must be in a record and must include:\n       A. The name and form of the organization before conversion; [PL 2005, c. 543, Pt. C, §2\n       (NEW).]\n       B. The name and form of the organization after conversion; [PL 2005, c. 543, Pt. C, §2 (NEW).]\n       C. The terms and conditions of the conversion, including the manner and basis for converting\n       interests in the converting organization into any combination of money, interests in the converted\n       organization and other consideration; and [PL 2005, c. 543, Pt. C, §2 (NEW).]\n     D. The organizational documents of the converted organization. [PL 2005, c. 543, Pt. C, §2\n     (NEW).]\n  [PL 2005, c. 543, Pt. C, §2 (NEW).]\n  SECTION HISTORY\n  PL 2005, c. 543, §C2 (NEW).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No procedure authorizing a foreign LP to become a Maine LP was located in the complete Uniform Limited Partnership Act; §1432 reaches only an organization other than an LP.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No procedure authorizing a Maine LP to become a foreign LP was located in the complete Uniform Limited Partnership Act; §1432 reaches only an organization other than an LP.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "31 M.R.S. §1432(1)",
          "quote": "§1432. Conversion\n      1. Conversion to or from limited partnership. An organization other than a limited partnership\n  may convert to a limited partnership and a limited partnership may convert to another organization\n  pursuant to this section and sections 1433 to 1435 and a plan of conversion if:\n       A. The other organization's governing statute authorizes the conversion; [PL 2005, c. 543, Pt.\n       C, §2 (NEW).]\n       B. The conversion is not prohibited by the law of the jurisdiction that enacted the governing statute;\n       and [PL 2005, c. 543, Pt. C, §2 (NEW).]\n     C. The other organization complies with its governing statute in effecting the conversion. [PL\n     2005, c. 543, Pt. C, §2 (NEW).]\n  [PL 2005, c. 543, Pt. C, §2 (NEW).]\n       2. Plan of conversion. A plan of conversion must be in a record and must include:\n       A. The name and form of the organization before conversion; [PL 2005, c. 543, Pt. C, §2\n       (NEW).]\n       B. The name and form of the organization after conversion; [PL 2005, c. 543, Pt. C, §2 (NEW).]\n       C. The terms and conditions of the conversion, including the manner and basis for converting\n       interests in the converting organization into any combination of money, interests in the converted\n       organization and other consideration; and [PL 2005, c. 543, Pt. C, §2 (NEW).]\n     D. The organizational documents of the converted organization. [PL 2005, c. 543, Pt. C, §2\n     (NEW).]\n  [PL 2005, c. 543, Pt. C, §2 (NEW).]\n  SECTION HISTORY\n  PL 2005, c. 543, §C2 (NEW).",
          "role": "operative source-type limitation",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa.pdf",
          "source_sha256": "01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa",
          "source_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An organization other than an LP may convert into a Maine LP; the organization definition covers domestic and foreign entity forms.",
      "fetch_event_id": null,
      "pinpoint": "31 M.R.S. §1431(8)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "8. Organization. \"Organization\" means a general partnership, including a limited liability\n     partnership; limited partnership, including a limited liability limited partnership; limited liability\n     company; business trust; corporation; or any other person having a governing statute. \"Organization\"\n     includes domestic and foreign organizations whether or not organized for profit.\n     [PL 2005, c. 543, Pt. C, §2 (NEW).]",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "31 M.R.S. §1432(1)",
          "quote": "§1432. Conversion\n      1. Conversion to or from limited partnership. An organization other than a limited partnership\n  may convert to a limited partnership and a limited partnership may convert to another organization\n  pursuant to this section and sections 1433 to 1435 and a plan of conversion if:\n       A. The other organization's governing statute authorizes the conversion; [PL 2005, c. 543, Pt.\n       C, §2 (NEW).]\n       B. The conversion is not prohibited by the law of the jurisdiction that enacted the governing statute;\n       and [PL 2005, c. 543, Pt. C, §2 (NEW).]\n     C. The other organization complies with its governing statute in effecting the conversion. [PL\n     2005, c. 543, Pt. C, §2 (NEW).]\n  [PL 2005, c. 543, Pt. C, §2 (NEW).]\n       2. Plan of conversion. A plan of conversion must be in a record and must include:\n       A. The name and form of the organization before conversion; [PL 2005, c. 543, Pt. C, §2\n       (NEW).]\n       B. The name and form of the organization after conversion; [PL 2005, c. 543, Pt. C, §2 (NEW).]\n       C. The terms and conditions of the conversion, including the manner and basis for converting\n       interests in the converting organization into any combination of money, interests in the converted\n       organization and other consideration; and [PL 2005, c. 543, Pt. C, §2 (NEW).]\n     D. The organizational documents of the converted organization. [PL 2005, c. 543, Pt. C, §2\n     (NEW).]\n  [PL 2005, c. 543, Pt. C, §2 (NEW).]\n  SECTION HISTORY\n  PL 2005, c. 543, §C2 (NEW).",
          "role": "operative target-type limitation",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa.pdf",
          "source_sha256": "01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa",
          "source_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Maine LP may convert into another organization within the statute's domestic-and-foreign organization definition.",
      "fetch_event_id": null,
      "pinpoint": "31 M.R.S. §1431(8)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "8. Organization. \"Organization\" means a general partnership, including a limited liability\n     partnership; limited partnership, including a limited liability limited partnership; limited liability\n     company; business trust; corporation; or any other person having a governing statute. \"Organization\"\n     includes domestic and foreign organizations whether or not organized for profit.\n     [PL 2005, c. 543, Pt. C, §2 (NEW).]",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Maine Uniform Limited Partnership Act locates the articles-of-conversion filing fee in §1454(18).",
      "fetch_event_id": null,
      "pinpoint": "31 M.R.S. §1454(18)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "18. Articles of merger or conversion. Articles of merger or conversion of a limited partnership\n     with or to another type of business entity as provided by subchapter 11, a fee of $150;\n     [PL 2005, c. 543, Pt. C, §2 (NEW).]",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "31 M.R.S. §1432(2)",
          "quote": "§1432. Conversion\n      1. Conversion to or from limited partnership. An organization other than a limited partnership\n  may convert to a limited partnership and a limited partnership may convert to another organization\n  pursuant to this section and sections 1433 to 1435 and a plan of conversion if:\n       A. The other organization's governing statute authorizes the conversion; [PL 2005, c. 543, Pt.\n       C, §2 (NEW).]\n       B. The conversion is not prohibited by the law of the jurisdiction that enacted the governing statute;\n       and [PL 2005, c. 543, Pt. C, §2 (NEW).]\n     C. The other organization complies with its governing statute in effecting the conversion. [PL\n     2005, c. 543, Pt. C, §2 (NEW).]\n  [PL 2005, c. 543, Pt. C, §2 (NEW).]\n       2. Plan of conversion. A plan of conversion must be in a record and must include:\n       A. The name and form of the organization before conversion; [PL 2005, c. 543, Pt. C, §2\n       (NEW).]\n       B. The name and form of the organization after conversion; [PL 2005, c. 543, Pt. C, §2 (NEW).]\n       C. The terms and conditions of the conversion, including the manner and basis for converting\n       interests in the converting organization into any combination of money, interests in the converted\n       organization and other consideration; and [PL 2005, c. 543, Pt. C, §2 (NEW).]\n     D. The organizational documents of the converted organization. [PL 2005, c. 543, Pt. C, §2\n     (NEW).]\n  [PL 2005, c. 543, Pt. C, §2 (NEW).]\n  SECTION HISTORY\n  PL 2005, c. 543, §C2 (NEW).",
          "role": "plan requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa.pdf",
          "source_sha256": "01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa",
          "source_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The conversion uses a plan and filed articles of conversion; an inbound conversion also files a certificate of limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "31 M.R.S. §1434",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§1434. Filings required for conversion; effective date\n         1. Deliver to Secretary of State articles of conversion; certificate of limited partnership. After\n     a plan of conversion is approved:\n             A. A converting limited partnership shall deliver to the Secretary of State for filing articles of\n             conversion, which must include:\n                 (1) A statement that the limited partnership has been converted into another organization;\n                 (2) The name and form of the organization and the jurisdiction of its governing statute;\n                 (3) The date the conversion is effective under the governing statute of the converted\n                 organization;\n                 (4) A statement that the conversion was approved as required by this chapter;\n                 (5) A statement that the conversion was approved as required by the governing statute of the\n                 converted organization; and\n                 (6) If the converted organization is a foreign organization not authorized to transact business\n                 in this State, the street and mailing address of an office that may be used for service of process\n                 under section 1435, subsection 3; and [PL 2007, c. 323, Pt. F, §33 (AMD); PL 2007, c.\n                 323, Pt. G, §4 (AFF).]\n             B. If the converting organization is not a converting limited partnership, the converting\n             organization shall deliver to the Secretary of State for filing a certificate of limited partnership,\n             which must include, in addition to the information required by section 1321:\n                 (1) A statement that the limited partnership was converted from another organization;\n                 (2) The name and form of the organization and the jurisdiction of its governing statute; and\n            (3) A statement that the conversion was approved in a manner that complied with the\n            organization's governing statute. [PL 2005, c. 543, Pt. C, §2 (NEW).]\n     [PL 2007, c. 323, Pt. F, §33 (AMD); PL 2007, c. 323, Pt. G, §4 (AFF).]\n             2. Conversion effective. A conversion becomes effective:\n             A. If the converted organization is a limited partnership, when the certificate of limited partnership\n             takes effect; and [PL 2005, c. 543, Pt. C, §2 (NEW).]\n        B. If the converted organization is not a limited partnership, as provided by the governing statute\n        of the converted organization. [PL 2005, c. 543, Pt. C, §2 (NEW).]\n     [PL 2005, c. 543, Pt. C, §2 (NEW).]\n     SECTION HISTORY\n     PL 2005, c. 543, §C2 (NEW). PL 2007, c. 323, Pt. F, §33 (AMD). PL 2007, c. 323, Pt. G, §4\n     (AFF).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The other organization's governing statute must authorize conversion, its jurisdiction may not prohibit it, and the other organization must comply with its governing statute.",
      "fetch_event_id": null,
      "pinpoint": "31 M.R.S. §1432(1)(A)-(C)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§1432. Conversion\n      1. Conversion to or from limited partnership. An organization other than a limited partnership\n  may convert to a limited partnership and a limited partnership may convert to another organization\n  pursuant to this section and sections 1433 to 1435 and a plan of conversion if:\n       A. The other organization's governing statute authorizes the conversion; [PL 2005, c. 543, Pt.\n       C, §2 (NEW).]\n       B. The conversion is not prohibited by the law of the jurisdiction that enacted the governing statute;\n       and [PL 2005, c. 543, Pt. C, §2 (NEW).]\n     C. The other organization complies with its governing statute in effecting the conversion. [PL\n     2005, c. 543, Pt. C, §2 (NEW).]\n  [PL 2005, c. 543, Pt. C, §2 (NEW).]\n       2. Plan of conversion. A plan of conversion must be in a record and must include:\n       A. The name and form of the organization before conversion; [PL 2005, c. 543, Pt. C, §2\n       (NEW).]\n       B. The name and form of the organization after conversion; [PL 2005, c. 543, Pt. C, §2 (NEW).]\n       C. The terms and conditions of the conversion, including the manner and basis for converting\n       interests in the converting organization into any combination of money, interests in the converted\n       organization and other consideration; and [PL 2005, c. 543, Pt. C, §2 (NEW).]\n     D. The organizational documents of the converted organization. [PL 2005, c. 543, Pt. C, §2\n     (NEW).]\n  [PL 2005, c. 543, Pt. C, §2 (NEW).]\n  SECTION HISTORY\n  PL 2005, c. 543, §C2 (NEW).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The complete Maine Uniform Limited Partnership Act does not use domestication, redomiciliation, or continuance as an LP home-jurisdiction procedure.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ME.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in the mapped Maine LP transaction provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ME/snapshots/c50/ME/01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "01eea658665b2902c41e70432c5a7916315ca381d0ca4bcfeb4fa05a87d410fa",
      "source_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "MCL 450.1745(1)(c)",
          "quote": "(c) If the board adopts the plan of conversion under subdivision (b), the plan of conversion is submitted for approval in the same manner required for a merger under section 703a(2), including the procedures pertaining to dissenters’ rights if any shareholder has the right to dissent under section 762.",
          "role": "conversion_cross_reference",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/827cb8c6e7d009a9c282867d6230ee5d526570417e54184a8a176cba8f64a5dc.html",
          "source_sha256": "827cb8c6e7d009a9c282867d6230ee5d526570417e54184a8a176cba8f64a5dc",
          "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1745"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "The outbound plan uses the merger approval procedure, including the stated majority vote of outstanding shares and any separately voting class or series.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.1703a(2)(e), complete voting rule, PDF pp. 78-79",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(e) At the meeting, the shareholders shall vote on the proposed plan of merger or share exchange. The plan is approved if it receives the affirmative vote of the holders of a majority of the outstanding shares of the corporation entitled to vote on the plan, and if a class or series is entitled to vote on the plan as a class, the affirmative vote of the holders of a majority of the outstanding shares of the class or series. A class or series of shares is entitled to vote as a class in the case of a merger, if the plan of merger contains a provision that, if contained in a proposed amendment to the articles of incorporation, would entitle the class or series of shares to vote as a class, or, in the case of a share exchange, if the class or series is included in the exchange. A class or series of shares is not entitled to vote as a class in the case of a merger or share exchange, if the board of directors determines on a reasonable basis that the class or series is to receive consideration under the plan of merger or share exchange that has a fair value that is not less than the fair value of the shares of the class or series on the date of adoption of the plan.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/079139777103adef59d5d1c69209f8c742325100da07a1c58d1c718768f1faef.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "079139777103adef59d5d1c69209f8c742325100da07a1c58d1c718768f1faef",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-284-of-1972.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "MCL 450.1746(3), complete effects subsection",
          "quote": "(3) When a conversion under this section takes effect, all of the following apply: (a) The business organization converts into the surviving domestic corporation. Except as otherwise provided in this section, the surviving domestic corporation is organized under and subject to this act. (b) The surviving domestic corporation has all of the liabilities of the business organization. The conversion of the business organization into a domestic corporation under this section shall not be considered to affect any obligations or liabilities of the business organization incurred before the conversion or the personal liability of any person incurred before the conversion, and the conversion shall not be considered to affect the choice of law applicable to the business organization with respect to matters arising before the conversion. (c) The title to all real estate and other property and rights owned by the business organization remain vested in the surviving domestic corporation without reversion or impairment. The rights, privileges, powers, and interests in property of the business organization, as well as the debts, liabilities, and duties of the business organization, shall not be considered, as a consequence of the conversion, to have been transferred to the surviving domestic corporation to which the business organization has converted for any purpose of the laws of this state. (d) The surviving domestic corporation may use the name and the assumed names of the business organization if the filings required under section 217(6) or any other applicable statute are made and the laws regarding use and form of names are followed. (e) A proceeding pending against the business organization may be continued as if the conversion had not occurred, or the surviving domestic corporation may be substituted in the proceeding for the business organization. (f) The surviving domestic corporation is considered to be the same entity that existed before the conversion and is considered to be organized on the date that the business organization was originally organized. (g) The ownership interests of the business organization that were to be converted into shares or obligations of the surviving domestic corporation or into cash or other property are converted. (h) Unless otherwise provided under the law that governs the internal affairs of the business organization, the business organization is not required to wind up its affairs or pay its liabilities and distribute its assets on account of the conversion, and the conversion does not constitute a dissolution of the business organization.",
          "role": "inbound_conversion_effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/ac415801304a9a238c52b5a8219d96130e1dff4eb0df6a9d7f723c6b7e3242ee.html",
          "source_sha256": "ac415801304a9a238c52b5a8219d96130e1dff4eb0df6a9d7f723c6b7e3242ee",
          "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1746"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "The conversion effects preserve the entity, original incorporation date, property, liabilities, proceedings, and ownership conversion without requiring dissolution.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.1745(3), complete effects subsection",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(3) When a conversion under this section takes effect, all of the following apply: (a) The domestic corporation converts into the surviving business organization, and the articles of incorporation of the domestic corporation are canceled. Except as otherwise provided in this section, the surviving business organization is organized under and subject to the organizational laws of the jurisdiction of the surviving business organization as stated in the certificate of conversion. (b) The surviving business organization has all of the liabilities of the domestic corporation. The conversion of the domestic corporation into a business organization under this section shall not be considered to affect any obligations or liabilities of the domestic corporation incurred before the conversion or the personal liability of any person incurred before the conversion, and the conversion shall not be considered to affect the choice of law applicable to the domestic corporation with respect to matters arising before the conversion. (c) The title to all real estate and other property and rights owned by the domestic corporation remain vested in the surviving business organization without reversion or impairment. The rights, privileges, powers, and interests in property of the domestic corporation, as well as the debts, liabilities, and duties of the domestic corporation, shall not be considered, as a consequence of the conversion, to have been transferred to the surviving business organization to which the domestic corporation has converted for any purpose of the laws of this state. (d) The surviving business organization may use the name and the assumed names of the domestic corporation if the filings required under section 217(5) or any other applicable statute are made and the laws regarding use and form of names are followed. (e) A proceeding pending against the domestic corporation may be continued as if the conversion had not occurred, or the surviving business organization may be substituted in the proceeding for the domestic corporation. (f) The surviving business organization is considered to be the same entity that existed before the conversion and is considered to be organized on the date that the domestic corporation was originally incorporated. (g) The shares of the domestic corporation that were to be converted into ownership interests or obligations of the surviving business organization or into cash or other property are converted. (h) Unless otherwise provided in a plan of conversion adopted in accordance with this section, the domestic corporation is not required to wind up its affairs or pay its liabilities and distribute its assets on account of the conversion, and the conversion does not constitute a dissolution of the domestic corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/827cb8c6e7d009a9c282867d6230ee5d526570417e54184a8a176cba8f64a5dc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "827cb8c6e7d009a9c282867d6230ee5d526570417e54184a8a176cba8f64a5dc",
      "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1745",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A business organization may convert into a Michigan corporation if source law permits and the approval, certificate, and articles requirements are met.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.1746(1), official section HTML",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A business organization may convert into a domestic corporation if all of the following requirements are satisfied:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/ac415801304a9a238c52b5a8219d96130e1dff4eb0df6a9d7f723c6b7e3242ee.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ac415801304a9a238c52b5a8219d96130e1dff4eb0df6a9d7f723c6b7e3242ee",
      "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1746",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A Michigan corporation may convert into a business organization if destination law permits and the plan, approval, formation-document, and certificate requirements are met.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.1745(1), official section HTML",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A domestic corporation may convert into a business organization if all of the following requirements are satisfied:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/827cb8c6e7d009a9c282867d6230ee5d526570417e54184a8a176cba8f64a5dc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "827cb8c6e7d009a9c282867d6230ee5d526570417e54184a8a176cba8f64a5dc",
      "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1745",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "MCL 450.1736(1)(a), PDF p. 84",
          "quote": "(a) \"Business organization\" means a domestic or foreign limited liability company, limited partnership, general partnership, or any other type of domestic or foreign business enterprise, incorporated or unincorporated, except a domestic corporation.",
          "role": "foreign_corporation_eligibility_definition",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/079139777103adef59d5d1c69209f8c742325100da07a1c58d1c718768f1faef.pdf",
          "source_sha256": "079139777103adef59d5d1c69209f8c742325100da07a1c58d1c718768f1faef",
          "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-284-of-1972.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A foreign corporation may become a Michigan corporation through conversion when source law permits and all stated requirements are met.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.1746(1), foreign-corporation coverage from 450.1736(1)(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A business organization may convert into a domestic corporation if all of the following requirements are satisfied:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/ac415801304a9a238c52b5a8219d96130e1dff4eb0df6a9d7f723c6b7e3242ee.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ac415801304a9a238c52b5a8219d96130e1dff4eb0df6a9d7f723c6b7e3242ee",
      "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1746",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "MCL 450.1736(1)(a), PDF p. 84",
          "quote": "(a) \"Business organization\" means a domestic or foreign limited liability company, limited partnership, general partnership, or any other type of domestic or foreign business enterprise, incorporated or unincorporated, except a domestic corporation.",
          "role": "foreign_corporation_eligibility_definition",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/079139777103adef59d5d1c69209f8c742325100da07a1c58d1c718768f1faef.pdf",
          "source_sha256": "079139777103adef59d5d1c69209f8c742325100da07a1c58d1c718768f1faef",
          "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-284-of-1972.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A Michigan corporation may become a foreign corporation through conversion when destination law permits and all stated requirements are met.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.1745(1), foreign-corporation coverage from 450.1736(1)(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A domestic corporation may convert into a business organization if all of the following requirements are satisfied:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/827cb8c6e7d009a9c282867d6230ee5d526570417e54184a8a176cba8f64a5dc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "827cb8c6e7d009a9c282867d6230ee5d526570417e54184a8a176cba8f64a5dc",
      "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1745",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "defined_eligibility_class",
      "display": "The inbound class includes domestic or foreign LLCs, limited and general partnerships, and other domestic or foreign incorporated or unincorporated enterprises, but not a domestic corporation.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.1736(1)(a), PDF p. 84",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) \"Business organization\" means a domestic or foreign limited liability company, limited partnership, general partnership, or any other type of domestic or foreign business enterprise, incorporated or unincorporated, except a domestic corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/079139777103adef59d5d1c69209f8c742325100da07a1c58d1c718768f1faef.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "079139777103adef59d5d1c69209f8c742325100da07a1c58d1c718768f1faef",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-284-of-1972.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "defined_eligibility_class",
      "display": "The outbound class includes domestic or foreign LLCs, limited and general partnerships, and other domestic or foreign incorporated or unincorporated enterprises, but not a domestic corporation.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.1736(1)(a), PDF p. 84",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) \"Business organization\" means a domestic or foreign limited liability company, limited partnership, general partnership, or any other type of domestic or foreign business enterprise, incorporated or unincorporated, except a domestic corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/079139777103adef59d5d1c69209f8c742325100da07a1c58d1c718768f1faef.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "079139777103adef59d5d1c69209f8c742325100da07a1c58d1c718768f1faef",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-284-of-1972.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "official_fee_locator",
      "display": "The chapter 7 certificate-of-conversion filing fee is located at MCL 450.2060(1)(e).",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.2060(1)(e), PDF p. 129",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(e) Certificate of merger, conversion, or share exchange under chapter 7, $50.00.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/079139777103adef59d5d1c69209f8c742325100da07a1c58d1c718768f1faef.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "079139777103adef59d5d1c69209f8c742325100da07a1c58d1c718768f1faef",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-284-of-1972.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "The outbound procedure uses a plan of conversion and requires applicable formation documents and a certificate of conversion.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.1745(1)(e), complete filing requirement",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(e) After the plan of conversion is approved under subdivisions (b) and (c) or the conversion is approved under subdivision (d), the domestic corporation files any formation documents required to be filed under the laws governing the internal affairs of the surviving business organization, in the manner prescribed by those laws, and files a certificate of conversion with the administrator. The certificate of conversion shall include all of the following: (i) Unless subdivision (d) applies, all of the information described in subdivision (b)(i) and (ii) and the manner and basis of converting the shares of the domestic corporation contained in the plan of conversion. (ii) Unless subdivision (d) applies, a statement that the board has adopted the plan of conversion by the board under subdivision (c), or if subdivision (d) applies to the conversion, a statement that the domestic corporation has not commenced business, has not issued any shares, and has not elected a board and that the plan of conversion was approved by the unanimous consent of the incorporators. (iii) A statement that the surviving business organization will furnish a copy of the plan of conversion, on request and without cost, to any shareholder of the domestic corporation. (iv) If approval of the shareholders of the domestic corporation was required, a statement that the plan was approved by the shareholders under subdivision (c). (v) A statement specifying each assumed name of the domestic corporation to be used by the surviving business organization and authorized under section 217(5).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/827cb8c6e7d009a9c282867d6230ee5d526570417e54184a8a176cba8f64a5dc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "827cb8c6e7d009a9c282867d6230ee5d526570417e54184a8a176cba8f64a5dc",
      "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1745",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "MCL 450.1746(1)(a)",
          "quote": "(a) The conversion is permitted by the law that governs the internal affairs of the business organization and the business organization complies with that law in converting.",
          "role": "inbound_source_law_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/ac415801304a9a238c52b5a8219d96130e1dff4eb0df6a9d7f723c6b7e3242ee.html",
          "source_sha256": "ac415801304a9a238c52b5a8219d96130e1dff4eb0df6a9d7f723c6b7e3242ee",
          "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1746"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "Outbound conversion requires destination-law permission; inbound conversion requires source-law permission and compliance.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.1745(1)(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) The conversion is permitted by the law that will govern the internal affairs of the business organization after conversion and the surviving business organization complies with that law in converting.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/827cb8c6e7d009a9c282867d6230ee5d526570417e54184a8a176cba8f64a5dc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "827cb8c6e7d009a9c282867d6230ee5d526570417e54184a8a176cba8f64a5dc",
      "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1745",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.corp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "MCL 450.1745(1)",
          "quote": "(1) A domestic corporation may convert into a business organization if all of the following requirements are satisfied:",
          "role": "outbound_same_term",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/827cb8c6e7d009a9c282867d6230ee5d526570417e54184a8a176cba8f64a5dc.html",
          "source_sha256": "827cb8c6e7d009a9c282867d6230ee5d526570417e54184a8a176cba8f64a5dc",
          "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1745"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "The Business Corporation Act calls the same-type foreign-to-domestic and domestic-to-foreign routes conversion, not domestication.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.1745(1), 450.1746(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A business organization may convert into a domestic corporation if all of the following requirements are satisfied:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/ac415801304a9a238c52b5a8219d96130e1dff4eb0df6a9d7f723c6b7e3242ee.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ac415801304a9a238c52b5a8219d96130e1dff4eb0df6a9d7f723c6b7e3242ee",
      "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1746",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "negative_full_text_search",
      "display": "The corporation conversion sections state no tax-clearance, tax-payment, or good-standing precondition.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/079139777103adef59d5d1c69209f8c742325100da07a1c58d1c718768f1faef.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "079139777103adef59d5d1c69209f8c742325100da07a1c58d1c718768f1faef",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-284-of-1972.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "MCL 450.4708(1)(d)",
          "quote": "(d) If the domestic limited liability company has not commenced business; has not issued any membership interests; has no debts or other liabilities; and has not received any payments, or has returned any payments it has received after deducting any amount disbursed for payment of expenses, for subscriptions for its membership interests, subdivisions (b) and (c) do not apply and the organizers of the domestic limited liability company may approve of the conversion of the domestic limited liability company into a business organization by unanimous consent. To effect the conversion, a majority of the organizers must execute and file a certificate of conversion under subdivision (e).",
          "role": "pre_business_organizer_exception",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/e95b657538ab55856ba8d3198dc03f5ba93f9ab971b14b231363bbdb87e11e62.html",
          "source_sha256": "e95b657538ab55856ba8d3198dc03f5ba93f9ab971b14b231363bbdb87e11e62",
          "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4708"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "Members approve an outbound plan unanimously unless the articles or operating agreement provide otherwise; the statute states a separate organizer exception.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.4708(1)(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) A vote of the members of a domestic limited liability company is required to adopt a plan of conversion under subdivision (b). A unanimous vote of the members entitled to vote is required to approve a plan of conversion unless the articles of organization or an operating agreement provide otherwise. If the articles of organization or an operating agreement of the domestic limited liability company provide for approval by less than a unanimous vote of members entitled to vote and the conversion is approved, a member that did not vote in favor of the conversion may withdraw from the domestic limited liability company before the conversion and receive, within a reasonable time, the fair value of the member's interest in the domestic limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/e95b657538ab55856ba8d3198dc03f5ba93f9ab971b14b231363bbdb87e11e62.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e95b657538ab55856ba8d3198dc03f5ba93f9ab971b14b231363bbdb87e11e62",
      "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4708",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "MCL 450.4709(3), complete effects subsection",
          "quote": "(3) When a conversion under this section takes effect, all of the following apply: (a) The business organization converts into the surviving domestic limited liability company. Except as otherwise provided in this section, the surviving domestic limited liability company is organized under and subject to this act. (b) The surviving domestic limited liability company has all of the liabilities of the business organization. The conversion of the business organization into a domestic limited liability company under this section shall not be considered to affect any obligations or liabilities of the business organization incurred before the conversion or the personal liability of any person incurred before the conversion, and the conversion shall not be considered to affect the choice of law applicable to the business organization with respect to matters arising before the conversion. (c) The title to all real estate and other property and rights owned by the business organization remains vested in the surviving domestic limited liability company without reversion or impairment. The rights, privileges, powers, and interests in property of the business organization, as well as the debts, liabilities, and duties of the business organization, shall not be considered, as a consequence of the conversion, to have been transferred to the surviving domestic limited liability company to which the business organization has converted for any purpose of the laws of this state. (d) The surviving domestic limited liability company may use the name and the assumed names of the business organization if the filings required under section 206(9) or any other applicable statute are made and the laws regarding use and form of names are followed. (e) A proceeding pending against the business organization may be continued as if the conversion had not occurred, or the surviving domestic limited liability company may be substituted in the proceeding for the business organization. (f) The surviving domestic limited liability company is considered to be the same entity that existed before the conversion and is considered to be organized on the date that the business organization was originally organized. (g) The ownership interests of the business organization that were to be converted into membership interests or obligations of the surviving domestic limited liability company or into cash or other property are converted. (h) Unless otherwise provided in a plan of conversion adopted in accordance with this section, the business organization is not required to wind up its affairs or pay its liabilities and distribute its assets on account of the conversion, and the conversion does not constitute a dissolution of the business organization.",
          "role": "inbound_conversion_effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/a7ea3d7e59254febf2e6442b628aabbd977ad91b4669f2c96de1cd7ea047a789.html",
          "source_sha256": "a7ea3d7e59254febf2e6442b628aabbd977ad91b4669f2c96de1cd7ea047a789",
          "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4709"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "The conversion effects preserve the entity, original organization date, property, liabilities, proceedings, and ownership conversion without requiring dissolution.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.4708(3), complete effects subsection",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(3) When a conversion under this section takes effect, all of the following apply: (a) The domestic limited liability company converts into the surviving business organization, and the articles of organization of the domestic limited liability company are canceled. Except as otherwise provided in this section, the surviving business organization is organized under and subject to the organizational laws of the jurisdiction of the surviving business organization as stated in the certificate of conversion. (b) The surviving business organization has all of the liabilities of the domestic limited liability company. The conversion of the domestic limited liability company into a business organization under this section shall not be considered to affect any obligations or liabilities of the domestic limited liability company incurred before the conversion or the personal liability of any person incurred before the conversion, and the conversion shall not be considered to affect the choice of law applicable to the domestic limited liability company with respect to matters arising before the conversion. (c) The title to all real estate and other property and rights owned by the domestic limited liability company remain vested in the surviving business organization without reversion or impairment. The rights, privileges, powers, and interests in property of the domestic limited liability company, as well as the debts, liabilities, and duties of the domestic limited liability company, shall not be considered, as a consequence of the conversion, to have been transferred to the surviving business organization to which the domestic limited liability company has converted for any purpose of the laws of this state. (d) The surviving business organization may use the name and the assumed names of the domestic limited liability company if the filings required under section 206(8) or any other applicable statute are made and the laws regarding use and form of names are followed. (e) A proceeding pending against the domestic limited liability company may be continued as if the conversion had not occurred, or the surviving business organization may be substituted in the proceeding for the domestic limited liability company. (f) The surviving business organization is considered to be the same entity that existed before the conversion and is considered to be organized on the date that the domestic limited liability company was originally organized. (g) The membership interests of the domestic limited liability company that were to be converted into ownership interests or obligations of the surviving business organization or into cash or other property are converted. (h) Unless otherwise provided in a plan of conversion adopted in accordance with this section, the domestic limited liability company is not required to wind up its affairs or pay its liabilities and distribute its assets on account of the conversion, and the conversion does not constitute a dissolution of the domestic limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/e95b657538ab55856ba8d3198dc03f5ba93f9ab971b14b231363bbdb87e11e62.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e95b657538ab55856ba8d3198dc03f5ba93f9ab971b14b231363bbdb87e11e62",
      "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4708",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A business organization may convert into a Michigan LLC if source law permits and the plan, approval, certificate, and articles requirements are met.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.4709(1), official section HTML",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A business organization may convert into a domestic limited liability company if all of the following requirements are satisfied:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/a7ea3d7e59254febf2e6442b628aabbd977ad91b4669f2c96de1cd7ea047a789.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a7ea3d7e59254febf2e6442b628aabbd977ad91b4669f2c96de1cd7ea047a789",
      "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4709",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A Michigan LLC may convert into a business organization if destination law permits and the plan, approval, formation-document, and certificate requirements are met.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.4708(1), official section HTML",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A domestic limited liability company may convert into a business organization if all of the following requirements are satisfied:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/e95b657538ab55856ba8d3198dc03f5ba93f9ab971b14b231363bbdb87e11e62.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e95b657538ab55856ba8d3198dc03f5ba93f9ab971b14b231363bbdb87e11e62",
      "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4708",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.llc.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "MCL 450.4705a(1)(a), PDF p. 32",
          "quote": "(a) \"Business organization\" means a domestic or foreign corporation, domestic or foreign nonprofit corporation, limited partnership, general partnership, telephone corporation formed under 1883 PA 129, MCL 484.1 to 484.10, or any other type of domestic or foreign business enterprise, incorporated or unincorporated, except a domestic limited liability company.",
          "role": "foreign_llc_eligibility_definition",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c.pdf",
          "source_sha256": "5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c",
          "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A foreign LLC may become a Michigan LLC through the statute's conversion procedure when source law permits and all stated requirements are met.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.4709(1), foreign-LLC coverage from 450.4705a(1)(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A business organization may convert into a domestic limited liability company if all of the following requirements are satisfied:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/a7ea3d7e59254febf2e6442b628aabbd977ad91b4669f2c96de1cd7ea047a789.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a7ea3d7e59254febf2e6442b628aabbd977ad91b4669f2c96de1cd7ea047a789",
      "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4709",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "MCL 450.4705a(1)(a), PDF p. 32",
          "quote": "(a) \"Business organization\" means a domestic or foreign corporation, domestic or foreign nonprofit corporation, limited partnership, general partnership, telephone corporation formed under 1883 PA 129, MCL 484.1 to 484.10, or any other type of domestic or foreign business enterprise, incorporated or unincorporated, except a domestic limited liability company.",
          "role": "foreign_llc_eligibility_definition",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c.pdf",
          "source_sha256": "5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c",
          "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A Michigan LLC may become a foreign LLC through the statute's conversion procedure when destination law permits and all stated requirements are met.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.4708(1), foreign-LLC coverage from 450.4705a(1)(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A domestic limited liability company may convert into a business organization if all of the following requirements are satisfied:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/e95b657538ab55856ba8d3198dc03f5ba93f9ab971b14b231363bbdb87e11e62.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e95b657538ab55856ba8d3198dc03f5ba93f9ab971b14b231363bbdb87e11e62",
      "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4708",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "defined_eligibility_class",
      "display": "The inbound class includes the stated domestic and foreign corporations, nonprofits, partnerships, telephone corporations, and other business enterprises, but not a domestic LLC.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.4705a(1)(a), PDF p. 32",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) \"Business organization\" means a domestic or foreign corporation, domestic or foreign nonprofit corporation, limited partnership, general partnership, telephone corporation formed under 1883 PA 129, MCL 484.1 to 484.10, or any other type of domestic or foreign business enterprise, incorporated or unincorporated, except a domestic limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "defined_eligibility_class",
      "display": "The outbound class includes the stated domestic and foreign corporations, nonprofits, partnerships, telephone corporations, and other business enterprises, but not a domestic LLC.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.4705a(1)(a), PDF p. 32",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) \"Business organization\" means a domestic or foreign corporation, domestic or foreign nonprofit corporation, limited partnership, general partnership, telephone corporation formed under 1883 PA 129, MCL 484.1 to 484.10, or any other type of domestic or foreign business enterprise, incorporated or unincorporated, except a domestic limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "official_fee_locator",
      "display": "The LLC certificate-of-conversion filing fee is located at MCL 450.5101(1)(l).",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.5101(1)(l), PDF p. 53",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(l) Certificate of conversion, $25.00.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "The outbound procedure uses a plan of conversion and requires applicable formation documents and a certificate of conversion.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.4708(1)(e), complete filing requirement",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(e) If the plan of conversion is approved under subdivision (c) or the conversion is approved under subdivision (d), the domestic limited liability company files any formation documents required to be filed under the laws governing the internal affairs of the surviving business organization, in the manner prescribed by those laws, and files a certificate of conversion with the administrator. The certificate of conversion shall include all of the following: (i) Unless subdivision (d) applies, all of the information described in subdivision (b)(i). (ii) A statement that the members of the domestic limited liability company have adopted the plan of conversion under subdivision (c), or that the organizers of the domestic limited liability company have approved of the conversion under subdivision (d), as applicable. (iii) A statement that the surviving business organization will furnish a copy of the plan of conversion, on request and without cost, to any member of the domestic limited liability company. (iv) A statement specifying each assumed name of the domestic limited liability company that the surviving business organization is authorized to continue to use under section 206(8).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/e95b657538ab55856ba8d3198dc03f5ba93f9ab971b14b231363bbdb87e11e62.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e95b657538ab55856ba8d3198dc03f5ba93f9ab971b14b231363bbdb87e11e62",
      "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4708",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.llc.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "MCL 450.4709(1)(a)",
          "quote": "(a) The conversion is permitted by the law that governs the internal affairs of the business organization, and the business organization complies with that law in converting.",
          "role": "inbound_source_law_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/a7ea3d7e59254febf2e6442b628aabbd977ad91b4669f2c96de1cd7ea047a789.html",
          "source_sha256": "a7ea3d7e59254febf2e6442b628aabbd977ad91b4669f2c96de1cd7ea047a789",
          "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4709"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "Outbound conversion requires destination-law permission; inbound conversion requires source-law permission and compliance.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.4708(1)(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) The conversion is permitted by the law that will govern the internal affairs of the business organization after conversion and the surviving business organization complies with that law in converting.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/e95b657538ab55856ba8d3198dc03f5ba93f9ab971b14b231363bbdb87e11e62.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e95b657538ab55856ba8d3198dc03f5ba93f9ab971b14b231363bbdb87e11e62",
      "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4708",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.llc.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "MCL 450.4708(1)",
          "quote": "(1) A domestic limited liability company may convert into a business organization if all of the following requirements are satisfied:",
          "role": "outbound_same_term",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/e95b657538ab55856ba8d3198dc03f5ba93f9ab971b14b231363bbdb87e11e62.html",
          "source_sha256": "e95b657538ab55856ba8d3198dc03f5ba93f9ab971b14b231363bbdb87e11e62",
          "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4708"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "The LLC Act calls the same-type foreign-to-domestic and domestic-to-foreign routes conversion, not domestication.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.4708(1), 450.4709(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A business organization may convert into a domestic limited liability company if all of the following requirements are satisfied:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/a7ea3d7e59254febf2e6442b628aabbd977ad91b4669f2c96de1cd7ea047a789.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a7ea3d7e59254febf2e6442b628aabbd977ad91b4669f2c96de1cd7ea047a789",
      "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4709",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "negative_full_text_search",
      "display": "The LLC conversion sections state no tax-clearance, tax-payment, or good-standing precondition.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "Partners approve under the partnership agreement's amendment procedure or, if it has no amendment provision, all partners approve.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.4707(2), PDF p. 34",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) The terms and conditions of a conversion under this section shall be approved by the partners in the manner provided in the partnership agreement for amendments to the partnership agreement or, if no provision for amendments to the partnership agreement is made in the partnership agreement, by all of the partners.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "The converted LLC is the same entity; property remains vested, liabilities continue, pending proceedings continue, and prior general-partner liability is unaffected.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.4707(5), complete effects subsection, PDF p. 34",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(5) If a conversion under this section takes effect, the limited liability company is considered the same entity that existed before the conversion. All property and rights of the converting partnership or limited partnership remain vested in the converted limited liability company. All liabilities of the converting partnership or limited partnership continue as liabilities of the converted limited liability company. An action or proceeding pending against the converting partnership or limited partnership may be continued as if the conversion under this section had not occurred. The liability, if any, of a general partner of the converting partnership or limited partnership for acts or omissions that occurred before a conversion under this section is not affected by a conversion under this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "MCL 450.4708(1)(a)",
          "quote": "(a) The conversion is permitted by the law that will govern the internal affairs of the business organization after conversion and the surviving business organization complies with that law in converting.",
          "role": "destination_law_must_permit_llc_conversion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/e95b657538ab55856ba8d3198dc03f5ba93f9ab971b14b231363bbdb87e11e62.html",
          "source_sha256": "e95b657538ab55856ba8d3198dc03f5ba93f9ab971b14b231363bbdb87e11e62",
          "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4708"
        },
        {
          "pinpoint": "MCL 450.1745(1)(a)",
          "quote": "(a) The conversion is permitted by the law that will govern the internal affairs of the business organization after conversion and the surviving business organization complies with that law in converting.",
          "role": "destination_law_must_permit_corporation_conversion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/827cb8c6e7d009a9c282867d6230ee5d526570417e54184a8a176cba8f64a5dc.html",
          "source_sha256": "827cb8c6e7d009a9c282867d6230ee5d526570417e54184a8a176cba8f64a5dc",
          "source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1745"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "negative_full_text_search",
      "display": "No statute authorizing conversion of another entity into a Michigan limited partnership was located in the complete LP Act.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/01ebf4e8a5405a841889f614f35ccb9009cec9316e138e3e85a9b10d90ebd403.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "01ebf4e8a5405a841889f614f35ccb9009cec9316e138e3e85a9b10d90ebd403",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-213-of-1982.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "MCL 450.4707(2), PDF p. 34",
          "quote": "(2) The terms and conditions of a conversion under this section shall be approved by the partners in the manner provided in the partnership agreement for amendments to the partnership agreement or, if no provision for amendments to the partnership agreement is made in the partnership agreement, by all of the partners.",
          "role": "approval_condition",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c.pdf",
          "source_sha256": "5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c",
          "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf"
        },
        {
          "pinpoint": "MCL 450.4707(3), PDF p. 34",
          "quote": "(3) If a conversion under this section is approved, the converting partnership or limited partnership shall file both of the following: (a) Articles of organization that comply with section 203. (b) A certificate of conversion, stating the name of the partnership or limited partnership and the date it was formed. In the case of a limited partnership, the certificate of conversion shall include a statement that the certificate of limited partnership is canceled as of the effective date of the articles of organization.",
          "role": "filing_conditions",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c.pdf",
          "source_sha256": "5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c",
          "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A Michigan limited partnership may convert only to an LLC under this route, after the stated partner approval and articles-and-certificate filings.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.4707(1), PDF p. 34",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A domestic partnership or domestic limited partnership may convert to a limited liability company in accordance with this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "negative_full_text_search",
      "display": "No same-type foreign-limited-partnership-to-Michigan conversion, domestication, transfer, or continuance authorization was located in the complete LP Act.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/01ebf4e8a5405a841889f614f35ccb9009cec9316e138e3e85a9b10d90ebd403.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "01ebf4e8a5405a841889f614f35ccb9009cec9316e138e3e85a9b10d90ebd403",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-213-of-1982.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "negative_full_text_search",
      "display": "No same-type Michigan-to-foreign limited-partnership conversion, domestication, transfer, or continuance authorization was located in the complete LP Act.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/01ebf4e8a5405a841889f614f35ccb9009cec9316e138e3e85a9b10d90ebd403.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "01ebf4e8a5405a841889f614f35ccb9009cec9316e138e3e85a9b10d90ebd403",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-213-of-1982.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "negative_full_text_search",
      "display": "The complete LP Act states no source-entity class eligible to convert into a Michigan limited partnership.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/01ebf4e8a5405a841889f614f35ccb9009cec9316e138e3e85a9b10d90ebd403.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "01ebf4e8a5405a841889f614f35ccb9009cec9316e138e3e85a9b10d90ebd403",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-213-of-1982.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "defined_eligibility_class",
      "display": "The express Michigan limited-partnership conversion route names a limited liability company as the target.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.4707(1), PDF p. 34",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A domestic partnership or domestic limited partnership may convert to a limited liability company in accordance with this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "official_fee_locator",
      "display": "The certificate-of-conversion filing fee for the MCL 450.4707 route is located at MCL 450.5101(1)(l).",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.5101(1)(l), PDF p. 53",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(l) Certificate of conversion, $25.00.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "The converting limited partnership files articles of organization and a certificate of conversion with the stated cancellation statement.",
      "fetch_event_id": null,
      "pinpoint": "MCL 450.4707(3), complete filing requirement, PDF p. 34",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(3) If a conversion under this section is approved, the converting partnership or limited partnership shall file both of the following: (a) Articles of organization that comply with section 203. (b) A certificate of conversion, stating the name of the partnership or limited partnership and the date it was formed. In the case of a limited partnership, the certificate of conversion shall include a statement that the certificate of limited partnership is canceled as of the effective date of the articles of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "negative_full_text_search",
      "display": "The domestic-LP-to-LLC conversion section states no paired-jurisdiction authorization condition.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "negative_full_text_search",
      "display": "The complete LP Act states no term for an inbound or outbound home-jurisdiction move.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MI/snapshots/c50/MI/01ebf4e8a5405a841889f614f35ccb9009cec9316e138e3e85a9b10d90ebd403.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "01ebf4e8a5405a841889f614f35ccb9009cec9316e138e3e85a9b10d90ebd403",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-213-of-1982.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MI.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "negative_full_text_search",
      "display": "The domestic-LP-to-LLC conversion section states no tax-clearance, tax-payment, or good-standing precondition.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MI/5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5e256bb28063d9f5a474673abb07adb176f2d85991145e35fdda9beb1597dd6c",
      "source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 302A.682-.692; personal-liability restriction",
          "quote": "Subdivision 1. Personal liability of shareholder. If a shareholder of a converting corporation will have personal liability with respect to a converted organization, approval or amendment of a plan of conversion is ineffective without the consent of the shareholder, unless: (1) a valid shareholder control agreement of the converting corporation provides for approval of a conversion and imposition of personal liability without the consent of all shareholders against whom personal liability is imposed; Official Publication of the State of Minnesota Revisor of Statutes 107 MINNESOTA STATUTES 2025 302A.711 (2) the shareholder has consented in writing to the provision of the valid shareholder control agreement; and (3) the shareholder does not exercise dissenter's rights pursuant to section 302A.471.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
          "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Minnesota business corporation's conversion approval rule is stated in the entity act, with an additional consent protection when the transaction creates personal liability.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 302A.682-.692; approval rule",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subdivision 1. Approval of plan of conversion. Subject to section 302A.692, a plan of conversion of a converting corporation must be approved under subdivisions 2 and 3. Subd. 2. Board approval; notice to shareholders. A resolution containing the plan of conversion must be approved by the affirmative vote of a majority, or more if so provided in the converting corporation's organizational documents, of the directors present at a meeting of the board of directors of the converting corporation and must then be submitted at a regular or a special meeting to the shareholders of the converting corporation. Written notice must be given to every shareholder of the converting corporation, whether or not entitled to vote at the meeting, not less than 14 days nor more than 60 days before the meeting. The written notice must state that a purpose of the meeting is to consider the proposed plan of conversion. A copy or short description of the plan of conversion must be included in or enclosed with the notice. Subd. 3. Approval by shareholders. At the meeting, a vote of the shareholders must be taken on the proposed plan. The plan of conversion is adopted when approved by the affirmative vote of the holders of a majority of the voting power of all shares entitled to vote. A class or series of shares is entitled to vote as a class or series on the approval of the plan unless otherwise provided in the articles or shareholder control agreement, in which case the articles or shareholder control agreement shall govern such class voting rights to the exclusion of section 302A.137.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 302A.682-.692; same-entity rule",
          "quote": "Subdivision 1. Same entity. An organization that has been converted pursuant to sections 302A.682 to 302A.692 is for all purposes the same entity that existed before the conversion.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
          "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf"
        },
        {
          "pinpoint": "Minn. Stat. § 302A.682, subd. 3; effect of home-jurisdiction move",
          "quote": "Subd. 2. Effect on converting organization. When a conversion takes effect: (1) all property owned by the converting organization remains vested in the converted organization and no assignment by operation of law or otherwise of its assets, properties, or contracts shall be deemed to have occurred; (2) all debts, obligations, or other liabilities of the converting organization continue as debts, obligations, or other liabilities of the converted organization; (3) an action or proceeding pending by or against the converting organization may be continued as if the conversion had not occurred or as actions or proceedings by or against the converted organization; (4) except as prohibited by law other than this chapter, all of the rights, privileges, immunities, powers, and purposes of the converting organization remain vested in the converted organization; and (5) the conversion does not dissolve a converting corporation for the purposes of sections 302A.701 to 302A.791.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
          "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion preserves the same entity, vested property, debts and liabilities, pending proceedings, rights and powers, and avoids statutory dissolution of the Minnesota business corporation.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 302A.682-.692; effect of conversion",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subd. 2. Effect on converting organization. When a conversion takes effect: (1) all property owned by the converting organization remains vested in the converted organization and no assignment by operation of law or otherwise of its assets, properties, or contracts shall be deemed to have occurred; (2) all debts, obligations, or other liabilities of the converting organization continue as debts, obligations, or other liabilities of the converted organization; (3) an action or proceeding pending by or against the converting organization may be continued as if the conversion had not occurred or as actions or proceedings by or against the converted organization; (4) except as prohibited by law other than this chapter, all of the rights, privileges, immunities, powers, and purposes of the converting organization remain vested in the converted organization; and (5) the conversion does not dissolve a converting corporation for the purposes of sections 302A.701 to 302A.791.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.corp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 302A.682-.692; inbound filing",
          "quote": "(2) if the converting organization is not a converting corporation, the converting organization shall file articles of conversion with the secretary of state, together with a total fee of $35, which articles of conversion must be signed as provided in section 302A.011, subdivision 30, and must include: (i) articles of incorporation for the corporation into which the converting organization is converting, which articles of incorporation must include the information required by section 302A.111, subdivision 1, paragraphs (a) to (c); (ii) the plan of conversion; (iii) a statement that the converting organization is converting into a corporation; (iv) the name and form of the converting organization and the jurisdiction of its governing statute; and (v) a statement that the conversion was approved in a manner that complied with the converting organization's governing statute.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
          "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A permitted organization may convert into a Minnesota business corporation if its governing statute authorizes the transaction and the Minnesota filing rule is satisfied.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 302A.682-.692; conversion requirements",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subdivision 1. Conversion requirements. Pursuant to this section, sections 302A.684 to 302A.692, and a plan of conversion, another organization may convert to a domestic corporation, and a domestic corporation may convert to another organization if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by other law of this state or the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 302A.682-.692; outbound approval",
          "quote": "Subdivision 1. Approval of plan of conversion. Subject to section 302A.692, a plan of conversion of a converting corporation must be approved under subdivisions 2 and 3. Subd. 2. Board approval; notice to shareholders. A resolution containing the plan of conversion must be approved by the affirmative vote of a majority, or more if so provided in the converting corporation's organizational documents, of the directors present at a meeting of the board of directors of the converting corporation and must then be submitted at a regular or a special meeting to the shareholders of the converting corporation. Written notice must be given to every shareholder of the converting corporation, whether or not entitled to vote at the meeting, not less than 14 days nor more than 60 days before the meeting. The written notice must state that a purpose of the meeting is to consider the proposed plan of conversion. A copy or short description of the plan of conversion must be included in or enclosed with the notice. Subd. 3. Approval by shareholders. At the meeting, a vote of the shareholders must be taken on the proposed plan. The plan of conversion is adopted when approved by the affirmative vote of the holders of a majority of the voting power of all shares entitled to vote. A class or series of shares is entitled to vote as a class or series on the approval of the plan unless otherwise provided in the articles or shareholder control agreement, in which case the articles or shareholder control agreement shall govern such class voting rights to the exclusion of section 302A.137.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
          "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf"
        },
        {
          "pinpoint": "Minn. Stat. §§ 302A.682-.692; outbound filing",
          "quote": "(1) if the converting organization is a converting corporation, the converting corporation shall file articles of conversion with the secretary of state, together with a total fee of $35, which articles of conversion must be signed as provided in section 302A.011, subdivision 30, and must include: (i) the plan of conversion; (ii) a statement that the corporation is converting into another organization; (iii) the name and form of the converted organization and the jurisdiction of its governing statute; (iv) the time the conversion is effective under the governing statute of the converted organization; (v) a statement that the conversion was approved as required by this chapter; (vi) a statement that the conversion was approved as required by the governing statute of the converted organization; and (vii) if the converted organization is a foreign organization not authorized to transact business in this state, the street address of an office that the secretary of state may use for the purposes of section 302A.691, subdivision 3; and",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
          "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf"
        },
        {
          "pinpoint": "Minn. Stat. §§ 302A.682-.692; personal-liability restriction",
          "quote": "Subdivision 1. Personal liability of shareholder. If a shareholder of a converting corporation will have personal liability with respect to a converted organization, approval or amendment of a plan of conversion is ineffective without the consent of the shareholder, unless: (1) a valid shareholder control agreement of the converting corporation provides for approval of a conversion and imposition of personal liability without the consent of all shareholders against whom personal liability is imposed; Official Publication of the State of Minnesota Revisor of Statutes 107 MINNESOTA STATUTES 2025 302A.711 (2) the shareholder has consented in writing to the provision of the valid shareholder control agreement; and (3) the shareholder does not exercise dissenter's rights pursuant to section 302A.471.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
          "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Minnesota business corporation may convert to the permitted organization forms if the other governing statute authorizes the transaction and the stated approval and filing rules are met.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 302A.682-.692; conversion requirements",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subdivision 1. Conversion requirements. Pursuant to this section, sections 302A.684 to 302A.692, and a plan of conversion, another organization may convert to a domestic corporation, and a domestic corporation may convert to another organization if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by other law of this state or the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. § 302A.682, subd. 3; filing or home-state scope",
          "quote": "(1) if the converting organization is a converting corporation, the converting corporation shall file articles of conversion with the secretary of state, together with a total fee of $35, which articles of conversion must be signed as provided in section 302A.011, subdivision 30, and must include: (i) the plan of conversion; (ii) a statement that the corporation is converting into another organization; (iii) the name and form of the converted organization and the jurisdiction of its governing statute; (iv) the time the conversion is effective under the governing statute of the converted organization; (v) a statement that the conversion was approved as required by this chapter; (vi) a statement that the conversion was approved as required by the governing statute of the converted organization; and (vii) if the converted organization is a foreign organization not authorized to transact business in this state, the street address of an office that the secretary of state may use for the purposes of section 302A.691, subdivision 3; and",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
          "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf"
        },
        {
          "pinpoint": "Minn. Stat. § 302A.682, subd. 3; organization definition",
          "quote": "Subd. 19. Organization. \"Organization\" means a general partnership, including a limited liability partnership, limited partnership, including a limited liability limited partnership, limited liability company, business trust, corporation, or any other person having a governing statute. The term includes a domestic or foreign organization regardless of whether organized for profit.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
          "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf"
        },
        {
          "pinpoint": "§302A.682, subd. 3; conversion includes transfer to new home state",
          "quote": "Subd. 3. Conversion includes transfer to new home state. A conversion conducted pursuant to this section and sections 302A.684 to 302A.692 may result in a change in the jurisdiction in which the converted organization was domiciled before the conversion.",
          "role": "same-type home-state scope",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
          "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A foreign business corporation may move its home jurisdiction into Minnesota through the statute's stated procedure and paired-jurisdiction conditions.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. § 302A.682, subd. 3; inbound home-jurisdiction move",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subdivision 1. Conversion requirements. Pursuant to this section, sections 302A.684 to 302A.692, and a plan of conversion, another organization may convert to a domestic corporation, and a domestic corporation may convert to another organization if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by other law of this state or the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. § 302A.682, subd. 3; filing or home-state scope",
          "quote": "(1) if the converting organization is a converting corporation, the converting corporation shall file articles of conversion with the secretary of state, together with a total fee of $35, which articles of conversion must be signed as provided in section 302A.011, subdivision 30, and must include: (i) the plan of conversion; (ii) a statement that the corporation is converting into another organization; (iii) the name and form of the converted organization and the jurisdiction of its governing statute; (iv) the time the conversion is effective under the governing statute of the converted organization; (v) a statement that the conversion was approved as required by this chapter; (vi) a statement that the conversion was approved as required by the governing statute of the converted organization; and (vii) if the converted organization is a foreign organization not authorized to transact business in this state, the street address of an office that the secretary of state may use for the purposes of section 302A.691, subdivision 3; and",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
          "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf"
        },
        {
          "pinpoint": "§302A.682, subd. 3; conversion includes transfer to new home state",
          "quote": "Subd. 3. Conversion includes transfer to new home state. A conversion conducted pursuant to this section and sections 302A.684 to 302A.692 may result in a change in the jurisdiction in which the converted organization was domiciled before the conversion.",
          "role": "same-type home-state scope",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
          "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Minnesota business corporation may move its home jurisdiction out of Minnesota through the statute's stated procedure and paired-jurisdiction conditions.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. § 302A.682, subd. 3; outbound home-jurisdiction move",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subdivision 1. Conversion requirements. Pursuant to this section, sections 302A.684 to 302A.692, and a plan of conversion, another organization may convert to a domestic corporation, and a domestic corporation may convert to another organization if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by other law of this state or the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 302A.682-.692; conversion requirements",
          "quote": "Subdivision 1. Conversion requirements. Pursuant to this section, sections 302A.684 to 302A.692, and a plan of conversion, another organization may convert to a domestic corporation, and a domestic corporation may convert to another organization if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by other law of this state or the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
          "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The organization definition and inbound conversion clause state the source-organization scope for conversion into a Minnesota business corporation.",
      "fetch_event_id": null,
      "pinpoint": "organization definition; Minn. Stat. §§ 302A.682-.692",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subd. 19. Organization. \"Organization\" means a general partnership, including a limited liability partnership, limited partnership, including a limited liability limited partnership, limited liability company, business trust, corporation, or any other person having a governing statute. The term includes a domestic or foreign organization regardless of whether organized for profit.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 302A.682-.692; conversion requirements",
          "quote": "Subdivision 1. Conversion requirements. Pursuant to this section, sections 302A.684 to 302A.692, and a plan of conversion, another organization may convert to a domestic corporation, and a domestic corporation may convert to another organization if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by other law of this state or the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
          "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The organization definition and outbound conversion clause state the target-organization scope for a Minnesota business corporation conversion.",
      "fetch_event_id": null,
      "pinpoint": "organization definition; Minn. Stat. §§ 302A.682-.692",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subd. 19. Organization. \"Organization\" means a general partnership, including a limited liability partnership, limited partnership, including a limited liability limited partnership, limited liability company, business trust, corporation, or any other person having a governing statute. The term includes a domestic or foreign organization regardless of whether organized for profit.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Minnesota Revisor text identifies the statutory fee provision applicable to the business corporation conversion filing.",
      "fetch_event_id": null,
      "pinpoint": "§302A.686, subd. 1 (articles of conversion fee)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) if the converting organization is a converting corporation, the converting corporation shall file articles of conversion with the secretary of state, together with a total fee of $35",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 302A.682-.692; inbound filing",
          "quote": "(2) if the converting organization is not a converting corporation, the converting organization shall file articles of conversion with the secretary of state, together with a total fee of $35, which articles of conversion must be signed as provided in section 302A.011, subdivision 30, and must include: (i) articles of incorporation for the corporation into which the converting organization is converting, which articles of incorporation must include the information required by section 302A.111, subdivision 1, paragraphs (a) to (c); (ii) the plan of conversion; (iii) a statement that the converting organization is converting into a corporation; (iv) the name and form of the converting organization and the jurisdiction of its governing statute; and (v) a statement that the conversion was approved in a manner that complied with the converting organization's governing statute.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
          "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf"
        },
        {
          "pinpoint": "§302A.682, subd. 2",
          "quote": "Subd. 2. Contents of plan of conversion. A plan of conversion must include: (1) the name and form of the organization and the jurisdiction of the organization's governing statute before conversion; (2) the name and form of the organization and the jurisdiction of the organization's governing statute after conversion; (3) 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 (4) the organizational documents of the converted organization as they are to be in effect upon completion of the conversion.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
          "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Minnesota business corporation provisions require the stated plans, articles, and target formation document for conversion or a home-jurisdiction move.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 302A.682-.692; outbound filing",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) if the converting organization is a converting corporation, the converting corporation shall file articles of conversion with the secretary of state, together with a total fee of $35, which articles of conversion must be signed as provided in section 302A.011, subdivision 30, and must include: (i) the plan of conversion; (ii) a statement that the corporation is converting into another organization; (iii) the name and form of the converted organization and the jurisdiction of its governing statute; (iv) the time the conversion is effective under the governing statute of the converted organization; (v) a statement that the conversion was approved as required by this chapter; (vi) a statement that the conversion was approved as required by the governing statute of the converted organization; and (vii) if the converted organization is a foreign organization not authorized to transact business in this state, the street address of an office that the secretary of state may use for the purposes of section 302A.691, subdivision 3; and",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The other organization's governing statute must authorize the conversion, and the transaction may not be prohibited by the governing jurisdictions' law.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 302A.682-.692; conversion requirements",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subdivision 1. Conversion requirements. Pursuant to this section, sections 302A.684 to 302A.692, and a plan of conversion, another organization may convert to a domestic corporation, and a domestic corporation may convert to another organization if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by other law of this state or the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Minnesota uses conversion, domiciled for a same-type change of home jurisdiction involving a business corporation.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. § 302A.682, subd. 3; statutory term",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subd. 3. Conversion includes transfer to new home state. A conversion conducted pursuant to this section and sections 302A.684 to 302A.692 may result in a change in the jurisdiction in which the converted organization was domiciled before the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in the complete conversion and home-jurisdiction provisions for a Minnesota business corporation.",
      "fetch_event_id": null,
      "pinpoint": "complete search: Minn. Stat. §§302A.682-.692 (conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e581a27c67e783622755097557497214869abaf5e3685f898f9eff5e6cc29fab",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 322C.1007-.1010; personal-liability restriction",
          "quote": "Subdivision 1. Personal liability of member. If a member of a constituent, converting, or domesticating limited liability company will have personal liability with respect to a surviving, constituent, converted, or domesticated organization, approval or amendment of a plan of merger, exchange, conversion, or domestication is ineffective without the consent of the member, unless: (1) the company's operating agreement provides for approval of a merger, exchange, conversion, or domestication with the consent of fewer than all the members; and (2) the member has consented to the provision of the operating agreement.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
          "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The Minnesota limited liability company's conversion approval rule is stated in the entity act, with an additional consent protection when the transaction creates personal liability.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 322C.1007-.1010; approval rule",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subdivision 1. Member consent required. Subject to section 322C.1015, a plan of conversion must be consented to by all the members of a converting limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 322C.1007-.1010; same-entity rule",
          "quote": "Subdivision 1. Same entity. An organization that has been converted pursuant to sections 322C.1007 to 322C.1009 is for all purposes the same entity that existed before the conversion.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
          "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf"
        },
        {
          "pinpoint": "Minn. Stat. §§ 322C.1011-.1014; effect of home-jurisdiction move",
          "quote": "Subdivision 1. Effect on domesticating company. When a domestication takes effect: (1) the domesticated company is for all purposes the company that existed before the domestication; (2) all property owned by the domesticating company remains vested in the domesticated company; (3) all debts, obligations, or other liabilities of the domesticating company continue as debts, obligations, or other liabilities of the domesticated company; (4) an action or proceeding pending by or against a domesticating company may be continued as if the domestication had not occurred; (5) except as prohibited by other law, all of the rights, privileges, immunities, powers, and purposes of the domesticating company remain vested in the domesticated company; (6) except as otherwise provided in the plan of domestication, the terms and conditions of the plan of domestication take effect; and (7) except as otherwise agreed, the domestication does not dissolve a domesticating limited liability company for the purposes of sections 322C.0701 to 322C.0707.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
          "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion preserves the same entity, vested property, debts and liabilities, pending proceedings, rights and powers, and avoids statutory dissolution of the Minnesota limited liability company.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 322C.1007-.1010; effect of conversion",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subd. 2. Effect on converting organization. When a conversion takes effect: Official Publication of the State of Minnesota Revisor of Statutes 59 MINNESOTA STATUTES 2025 322C.1011 (1) all property owned by the converting organization remains vested in the converted organization; (2) all debts, obligations, or other liabilities of the converting organization continue as debts, obligations, or other liabilities of the converted organization; (3) an action or proceeding pending by or against the converting organization may be continued as if the conversion had not occurred; (4) except as prohibited by law other than this chapter, all of the rights, privileges, immunities, powers, and purposes of the converting organization remain vested in the converted organization; (5) except as otherwise provided in the plan of conversion, the terms and conditions of the plan of conversion take effect; and (6) except as otherwise agreed, the conversion does not dissolve a converting limited liability company for the purposes of sections 322C.0701 to 322C.0707.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.llc.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 322C.1007-.1010; inbound filing",
          "quote": "(2) if the converting organization is not a converting limited liability company, the converting organization shall file articles of conversion with the secretary of state, together with a total fee of $60, which articles of conversion must be signed as provided in section 322C.0203, subdivision 1, and must include: (i) articles of organization for the limited liability company into which the converting organization is converting, which articles of organization must include the information required by section 322C.0201, subdivision 2, clauses (1) and (2); (ii) a statement that the converting organization is converting into a limited liability company from another organization; (iii) the name and form of the converting organization and the jurisdiction of its governing statute; and (iv) a statement that the conversion was approved in a manner that complied with the converting organization's governing statute.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
          "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A permitted organization may convert into a Minnesota limited liability company if its governing statute authorizes the transaction and the Minnesota filing rule is satisfied.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 322C.1007-.1010; conversion requirements",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subdivision 1. Conversion requirements. Pursuant to this section, sections 322C.1008 to 322C.1010, and a plan of conversion, an organization other than a limited liability company, a foreign limited liability company, a nonprofit corporation, or an organization owning assets irrevocably dedicated to a charitable purpose, may convert to a limited liability company other than a nonprofit limited liability company, and a limited liability company other than a nonprofit limited liability company may convert to an organization other than a foreign limited liability company, or a corporation governed by chapter 304A, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by other law of this state or the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.llc.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 322C.1007-.1010; outbound approval",
          "quote": "Subdivision 1. Member consent required. Subject to section 322C.1015, a plan of conversion must be consented to by all the members of a converting limited liability company.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
          "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf"
        },
        {
          "pinpoint": "Minn. Stat. §§ 322C.1007-.1010; outbound filing",
          "quote": "(1) if the converting organization is a converting limited liability company, the converting limited liability company shall file articles of conversion with the secretary of state, together with a total fee of $60, which articles of conversion must be signed as provided in section 322C.0203, subdivision 1, and must include: (i) a statement that the limited liability company is converting into another organization; (ii) the name and form of the converted organization and the jurisdiction of its governing statute; (iii) the time the conversion is effective under the governing statute of the converted organization; (iv) a statement that the conversion was approved as required by this chapter; (v) a statement that the conversion was approved as required by the governing statute of the converted organization; and (vi) if the converted organization is a foreign organization not authorized to transact business in this state, the street address of an office that the secretary of state may use for the purposes of section 322C.1010, subdivision 3; and",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
          "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf"
        },
        {
          "pinpoint": "Minn. Stat. §§ 322C.1007-.1010; personal-liability restriction",
          "quote": "Subdivision 1. Personal liability of member. If a member of a constituent, converting, or domesticating limited liability company will have personal liability with respect to a surviving, constituent, converted, or domesticated organization, approval or amendment of a plan of merger, exchange, conversion, or domestication is ineffective without the consent of the member, unless: (1) the company's operating agreement provides for approval of a merger, exchange, conversion, or domestication with the consent of fewer than all the members; and (2) the member has consented to the provision of the operating agreement.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
          "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Minnesota limited liability company may convert to the permitted organization forms if the other governing statute authorizes the transaction and the stated approval and filing rules are met.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 322C.1007-.1010; conversion requirements",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subdivision 1. Conversion requirements. Pursuant to this section, sections 322C.1008 to 322C.1010, and a plan of conversion, an organization other than a limited liability company, a foreign limited liability company, a nonprofit corporation, or an organization owning assets irrevocably dedicated to a charitable purpose, may convert to a limited liability company other than a nonprofit limited liability company, and a limited liability company other than a nonprofit limited liability company may convert to an organization other than a foreign limited liability company, or a corporation governed by chapter 304A, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by other law of this state or the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.llc.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 322C.1011-.1014; filing or home-state scope",
          "quote": "Subdivision 1. Articles of domestication. After a plan of domestication is approved, a domesticating company shall file with the secretary of state articles of domestication, together with a total fee of $60, which articles of domestication must include: (1) a statement, as the case may be, that the company has been domesticated from or into another jurisdiction; (2) the name of the domesticating company and the jurisdiction of its governing statute; (3) the name of the domesticated company and the jurisdiction of its governing statute; (4) the date the domestication is effective under the governing statute of the domesticated company; Official Publication of the State of Minnesota Revisor of Statutes 61 MINNESOTA STATUTES 2025 322C.1014 (5) if the domesticating company was a limited liability company, a statement that the domestication was approved as required by this chapter; (6) if the domesticating company was a foreign limited liability company, a statement that the domestication was approved as required by the governing statute of the other jurisdiction; and (7) if the domesticated company was a foreign limited liability company not authorized to transact business in this state, the street address of an office that the secretary of state may use for the purposes of section 322C.1014, subdivision 2.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
          "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf"
        },
        {
          "pinpoint": "Minn. Stat. §§ 322C.1011-.1014; organization definition",
          "quote": "Subd. 10. Organization. \"Organization\" means a general partnership, including a limited liability partnership, limited partnership, including a limited liability limited partnership, limited liability company, business trust, corporation, or any other person having a governing statute. The term includes a domestic or foreign organization regardless of whether organized for profit.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
          "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign limited liability company may move its home jurisdiction into Minnesota through the statute's stated procedure and paired-jurisdiction conditions.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 322C.1011-.1014; inbound home-jurisdiction move",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subdivision 1. Foreign limited liability company. A foreign limited liability company may become a limited liability company pursuant to this section, sections 322C.1011 to 322C.1013, and a plan of domestication if: (1) the foreign limited liability company's governing statute authorizes the domestication, whether described by the laws of the foreign jurisdiction as a domestication, a conversion, or otherwise; (2) the domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the foreign limited liability company complies with its governing statute in effecting the domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 322C.1011-.1014; filing or home-state scope",
          "quote": "Subdivision 1. Articles of domestication. After a plan of domestication is approved, a domesticating company shall file with the secretary of state articles of domestication, together with a total fee of $60, which articles of domestication must include: (1) a statement, as the case may be, that the company has been domesticated from or into another jurisdiction; (2) the name of the domesticating company and the jurisdiction of its governing statute; (3) the name of the domesticated company and the jurisdiction of its governing statute; (4) the date the domestication is effective under the governing statute of the domesticated company; Official Publication of the State of Minnesota Revisor of Statutes 61 MINNESOTA STATUTES 2025 322C.1014 (5) if the domesticating company was a limited liability company, a statement that the domestication was approved as required by this chapter; (6) if the domesticating company was a foreign limited liability company, a statement that the domestication was approved as required by the governing statute of the other jurisdiction; and (7) if the domesticated company was a foreign limited liability company not authorized to transact business in this state, the street address of an office that the secretary of state may use for the purposes of section 322C.1014, subdivision 2.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
          "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Minnesota limited liability company may move its home jurisdiction out of Minnesota through the statute's stated procedure and paired-jurisdiction conditions.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 322C.1011-.1014; outbound home-jurisdiction move",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subd. 2. Domestic limited liability company. A limited liability company may become a foreign limited liability company pursuant to this section, sections 322C.1011 to 322C.1013, and a plan of domestication if: (1) the foreign limited liability company's governing statute authorizes the domestication, whether described by the laws of the foreign jurisdiction as a domestication, a conversion, or otherwise; (2) the domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the foreign limited liability company complies with its governing statute in effecting the domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 322C.1007-.1010; conversion requirements",
          "quote": "Subdivision 1. Conversion requirements. Pursuant to this section, sections 322C.1008 to 322C.1010, and a plan of conversion, an organization other than a limited liability company, a foreign limited liability company, a nonprofit corporation, or an organization owning assets irrevocably dedicated to a charitable purpose, may convert to a limited liability company other than a nonprofit limited liability company, and a limited liability company other than a nonprofit limited liability company may convert to an organization other than a foreign limited liability company, or a corporation governed by chapter 304A, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by other law of this state or the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
          "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The organization definition and inbound conversion clause state the source-organization scope for conversion into a Minnesota limited liability company.",
      "fetch_event_id": null,
      "pinpoint": "organization definition; Minn. Stat. §§ 322C.1007-.1010",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subd. 10. Organization. \"Organization\" means a general partnership, including a limited liability partnership, limited partnership, including a limited liability limited partnership, limited liability company, business trust, corporation, or any other person having a governing statute. The term includes a domestic or foreign organization regardless of whether organized for profit.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 322C.1007-.1010; conversion requirements",
          "quote": "Subdivision 1. Conversion requirements. Pursuant to this section, sections 322C.1008 to 322C.1010, and a plan of conversion, an organization other than a limited liability company, a foreign limited liability company, a nonprofit corporation, or an organization owning assets irrevocably dedicated to a charitable purpose, may convert to a limited liability company other than a nonprofit limited liability company, and a limited liability company other than a nonprofit limited liability company may convert to an organization other than a foreign limited liability company, or a corporation governed by chapter 304A, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by other law of this state or the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
          "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The organization definition and outbound conversion clause state the target-organization scope for a Minnesota limited liability company conversion.",
      "fetch_event_id": null,
      "pinpoint": "organization definition; Minn. Stat. §§ 322C.1007-.1010",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subd. 10. Organization. \"Organization\" means a general partnership, including a limited liability partnership, limited partnership, including a limited liability limited partnership, limited liability company, business trust, corporation, or any other person having a governing statute. The term includes a domestic or foreign organization regardless of whether organized for profit.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Minnesota Revisor text identifies the statutory fee provision applicable to the limited liability company conversion filing.",
      "fetch_event_id": null,
      "pinpoint": "§322C.1009, subd. 1 (articles of conversion fee)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) if the converting organization is a converting limited liability company, the converting limited liability company shall file articles of conversion with the secretary of state, together with a total fee of $60",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 322C.1007-.1010; inbound filing",
          "quote": "(2) if the converting organization is not a converting limited liability company, the converting organization shall file articles of conversion with the secretary of state, together with a total fee of $60, which articles of conversion must be signed as provided in section 322C.0203, subdivision 1, and must include: (i) articles of organization for the limited liability company into which the converting organization is converting, which articles of organization must include the information required by section 322C.0201, subdivision 2, clauses (1) and (2); (ii) a statement that the converting organization is converting into a limited liability company from another organization; (iii) the name and form of the converting organization and the jurisdiction of its governing statute; and (iv) a statement that the conversion was approved in a manner that complied with the converting organization's governing statute.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
          "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf"
        },
        {
          "pinpoint": "§322C.1007, subd. 2",
          "quote": "Subd. 2. Contents of plan of conversion. A plan of conversion must be in a record and must include: (1) the name and form of the organization and the jurisdiction of the organization's governing statute before conversion; (2) the name and form of the organization and the jurisdiction of the organization's governing statute after conversion; (3) 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 (4) the organizational documents of the converted organization that are, or are proposed to be, in a record.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
          "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf"
        },
        {
          "pinpoint": "§322C.1013, subd. 1",
          "quote": "Subdivision 1. Articles of domestication. After a plan of domestication is approved, a domesticating company shall file with the secretary of state articles of domestication, together with a total fee of $60, which articles of domestication must include: (1) a statement, as the case may be, that the company has been domesticated from or into another jurisdiction; (2) the name of the domesticating company and the jurisdiction of its governing statute; (3) the name of the domesticated company and the jurisdiction of its governing statute; (4) the date the domestication is effective under the governing statute of the domesticated company; Official Publication of the State of Minnesota Revisor of Statutes 61 MINNESOTA STATUTES 2025 322C.1014 (5) if the domesticating company was a limited liability company, a statement that the domestication was approved as required by this chapter; (6) if the domesticating company was a foreign limited liability company, a statement that the domestication was approved as required by the governing statute of the other jurisdiction; and (7) if the domesticated company was a foreign limited liability company not authorized to transact business in this state, the street address of an office that the secretary of state may use for the purposes of section 322C.1014, subdivision 2.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
          "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Minnesota limited liability company provisions require the stated plans, articles, and target formation document for conversion or a home-jurisdiction move.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 322C.1007-.1010; outbound filing",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) if the converting organization is a converting limited liability company, the converting limited liability company shall file articles of conversion with the secretary of state, together with a total fee of $60, which articles of conversion must be signed as provided in section 322C.0203, subdivision 1, and must include: (i) a statement that the limited liability company is converting into another organization; (ii) the name and form of the converted organization and the jurisdiction of its governing statute; (iii) the time the conversion is effective under the governing statute of the converted organization; (iv) a statement that the conversion was approved as required by this chapter; (v) a statement that the conversion was approved as required by the governing statute of the converted organization; and (vi) if the converted organization is a foreign organization not authorized to transact business in this state, the street address of an office that the secretary of state may use for the purposes of section 322C.1010, subdivision 3; and",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The other organization's governing statute must authorize the conversion, and the transaction may not be prohibited by the governing jurisdictions' law.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 322C.1007-.1010; conversion requirements",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subdivision 1. Conversion requirements. Pursuant to this section, sections 322C.1008 to 322C.1010, and a plan of conversion, an organization other than a limited liability company, a foreign limited liability company, a nonprofit corporation, or an organization owning assets irrevocably dedicated to a charitable purpose, may convert to a limited liability company other than a nonprofit limited liability company, and a limited liability company other than a nonprofit limited liability company may convert to an organization other than a foreign limited liability company, or a corporation governed by chapter 304A, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by other law of this state or the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Minnesota uses domestication for a same-type change of home jurisdiction involving a limited liability company.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 322C.1011-.1014; statutory term",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subdivision 1. Foreign limited liability company. A foreign limited liability company may become a limited liability company pursuant to this section, sections 322C.1011 to 322C.1013, and a plan of domestication if: (1) the foreign limited liability company's governing statute authorizes the domestication, whether described by the laws of the foreign jurisdiction as a domestication, a conversion, or otherwise; (2) the domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the foreign limited liability company complies with its governing statute in effecting the domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in the complete conversion and home-jurisdiction provisions for a Minnesota limited liability company.",
      "fetch_event_id": null,
      "pinpoint": "complete search: Minn. Stat. §§322C.1007-.1015 (conversion and domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/nonprofit/snapshots/MN/92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "92f9995d3a23cae5645f754bd59660a8a4b620147ad947b3b93e3e4048a8a42b",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 321.1102-.1105; personal-liability restriction",
          "quote": "(a) If a partner of a converting or constituent limited partnership will have personal liability with respect to a converted or surviving organization, approval and amendment of a plan of conversion or merger are ineffective without the consent of the partner, unless: (1) the limited partnership's partnership agreement provides for the approval of the conversion or merger with the consent of fewer than all the partners; and (2) the partner has consented to the provision of the partnership agreement.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
          "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Minnesota limited partnership's conversion approval rule is stated in the entity act, with an additional consent protection when the transaction creates personal liability.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 321.1102-.1105; approval rule",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subdivision 1. Consent required. Subject to section 321.1110, a plan of conversion must be consented to by all the partners of a converting limited partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.lp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 321.1102-.1105; same-entity rule",
          "quote": "Subdivision 1. Same entity. An organization that has been converted pursuant to sections 321.1102 to 321.1105 is for all purposes the same entity that existed before the conversion.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
          "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf"
        },
        {
          "pinpoint": "Minn. Stat. §§ 321.1115-.1118; effect of home-jurisdiction move",
          "quote": "Subdivision 1. Effect on domesticating company. When a domestication takes effect: (1) the domesticated limited partnership is for all purposes the limited partnership that existed before the domestication; (2) all property owned by the domesticating organization remains vested in the domesticated organization; (3) all debts, obligations, or other liabilities of the domesticating organization continue as debts, obligations, or other liabilities of the domesticated organization; (4) an action or proceeding pending by or against a domesticating organization may be continued as if the domestication had not occurred; (5) except as prohibited by other law, all of the rights, privileges, immunities, powers, and purposes of the domesticating organization remain vested in the domesticated organization; (6) except as otherwise provided in the plan of domestication, the terms and conditions of the plan of domestication take effect; and (7) except as otherwise agreed, the domestication does not dissolve a domesticating limited partnership for the purposes of sections 321.0801 to 321.0812.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
          "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion preserves the same entity, vested property, debts and liabilities, pending proceedings, rights and powers, and avoids statutory dissolution of the Minnesota limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 321.1102-.1105; effect of conversion",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subd. 2. Effect on converting organization. When a conversion takes effect: (1) all property owned by the converting organization remains vested in the converted organization; (2) all debts, obligations, or other liabilities of the converting organization continue as debts, obligations, or other liabilities of the converted organization; (3) an action or proceeding pending by or against the converting organization may be continued as if the conversion had not occurred; (4) except as prohibited by law other than this chapter, all of the rights, privileges, immunities, powers, and purposes of the converting organization remain vested in the converted organization; (5) except as otherwise provided in the plan of conversion, the terms and conditions of the plan of conversion take effect; and (6) except as otherwise agreed, the conversion does not dissolve a converting limited partnership for the purposes of sections 321.0801 to 321.0812.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 321.1102-.1105; inbound filing",
          "quote": "(2) if the converting organization is not a converting partnership, the converting organization shall file articles of conversion with the secretary of state, which articles of conversion must be signed as provided in section 321.0204, and must include: (i) the certificate of limited partnership for the limited partnership into which the converting organization is converting, which certificate of limited partnership must include the information required by section 321.0201; Official Publication of the State of Minnesota Revisor of Statutes 49 MINNESOTA STATUTES 2025 321.1105 (ii) a statement that the converting organization is converting into a limited partnership from another organization; (iii) the name and form of the converting organization and the jurisdiction of its governing statute; and (iv) a statement that the conversion was approved in a manner that complied with the converting organization's governing statute.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
          "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A permitted organization may convert into a Minnesota limited partnership if its governing statute authorizes the transaction and the Minnesota filing rule is satisfied.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 321.1102-.1105; conversion requirements",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subdivision 1. Conversion requirements. Pursuant to this section, sections 321.1103 to 321.1105, and a plan of conversion, an organization other than a limited partnership, a foreign limited partnership, a nonprofit corporation, or an organization owning assets irrevocably dedicated to a charitable purpose may convert to a limited partnership, and a limited partnership may convert to an organization other than a foreign limited partnership, or a corporation governed by chapter 304A, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by other law of this state or the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 321.1102-.1105; outbound approval",
          "quote": "Subdivision 1. Consent required. Subject to section 321.1110, a plan of conversion must be consented to by all the partners of a converting limited partnership.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
          "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf"
        },
        {
          "pinpoint": "Minn. Stat. §§ 321.1102-.1105; outbound filing",
          "quote": "(1) if the converting organization is a converting limited partnership, the converting limited partnership shall file articles of conversion with the secretary of state, which articles of conversion must be signed as provided in section 321.0204, and must include: (i) a statement that the limited partnership is converting into another organization; (ii) the name and form of the converted organization and the jurisdiction of its governing statute; (iii) the time the conversion is effective under the governing statute of the converted organization; (iv) a statement that the conversion was approved as required by this chapter; (v) a statement that the conversion was approved as required by the governing statute of the converted organization; and (vi) if the converted organization is a foreign organization not authorized to transact business in this state, the street address of an office that the secretary of state may use for the purposes of section 321.1105, subdivision 3; and",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
          "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf"
        },
        {
          "pinpoint": "Minn. Stat. §§ 321.1102-.1105; personal-liability restriction",
          "quote": "(a) If a partner of a converting or constituent limited partnership will have personal liability with respect to a converted or surviving organization, approval and amendment of a plan of conversion or merger are ineffective without the consent of the partner, unless: (1) the limited partnership's partnership agreement provides for the approval of the conversion or merger with the consent of fewer than all the partners; and (2) the partner has consented to the provision of the partnership agreement.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
          "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Minnesota limited partnership may convert to the permitted organization forms if the other governing statute authorizes the transaction and the stated approval and filing rules are met.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 321.1102-.1105; conversion requirements",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subdivision 1. Conversion requirements. Pursuant to this section, sections 321.1103 to 321.1105, and a plan of conversion, an organization other than a limited partnership, a foreign limited partnership, a nonprofit corporation, or an organization owning assets irrevocably dedicated to a charitable purpose may convert to a limited partnership, and a limited partnership may convert to an organization other than a foreign limited partnership, or a corporation governed by chapter 304A, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by other law of this state or the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 321.1115-.1118; filing or home-state scope",
          "quote": "Subdivision 1. Articles of domestication. After a plan of domestication is approved, a domesticating organization shall file with the secretary of state articles of domestication, which articles of domestication must include: (1) a statement, as the case may be, that the organization has been domesticated from or into another jurisdiction; (2) the name of the domesticating organization and the jurisdiction of its governing statute; (3) the name of the domesticated organization and the jurisdiction of its governing statute; (4) the date the domestication is effective under the governing statute of the domesticated organization; (5) if the domesticating organization was a limited partnership, a statement that the domestication was approved as required by this chapter; (6) if the domesticating organization was a foreign limited partnership, a statement that the domestication was approved as required by the governing statute of the other jurisdiction; and (7) if the domesticated organization was a foreign limited partnership not authorized to transact business in this state, the street address of an office that the secretary of state may use for the purposes of section 321.1118, subdivision 2.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
          "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf"
        },
        {
          "pinpoint": "Minn. Stat. §§ 321.1115-.1118; organization definition",
          "quote": "(8) \"Organization\" means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. The term includes domestic and foreign organizations whether or not organized for profit.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
          "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A foreign limited partnership may move its home jurisdiction into Minnesota through the statute's stated procedure and paired-jurisdiction conditions.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 321.1115-.1118; inbound home-jurisdiction move",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subdivision 1. Foreign limited partnership. A foreign limited partnership may become a partnership pursuant to this section, sections 321.1116 to 321.1118, and a plan of domestication if: (1) the foreign limited partnership's governing statute authorizes the domestication, whether described by the laws of the foreign jurisdiction as a domestication, a conversion, or otherwise; (2) the domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the foreign limited partnership complies with its governing statute in effecting the domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 321.1115-.1118; filing or home-state scope",
          "quote": "Subdivision 1. Articles of domestication. After a plan of domestication is approved, a domesticating organization shall file with the secretary of state articles of domestication, which articles of domestication must include: (1) a statement, as the case may be, that the organization has been domesticated from or into another jurisdiction; (2) the name of the domesticating organization and the jurisdiction of its governing statute; (3) the name of the domesticated organization and the jurisdiction of its governing statute; (4) the date the domestication is effective under the governing statute of the domesticated organization; (5) if the domesticating organization was a limited partnership, a statement that the domestication was approved as required by this chapter; (6) if the domesticating organization was a foreign limited partnership, a statement that the domestication was approved as required by the governing statute of the other jurisdiction; and (7) if the domesticated organization was a foreign limited partnership not authorized to transact business in this state, the street address of an office that the secretary of state may use for the purposes of section 321.1118, subdivision 2.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
          "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Minnesota limited partnership may move its home jurisdiction out of Minnesota through the statute's stated procedure and paired-jurisdiction conditions.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 321.1115-.1118; outbound home-jurisdiction move",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subd. 2. Domestic limited partnership. A limited partnership may become a foreign limited partnership pursuant to this section, sections 321.1116 to 321.1118, and a plan of domestication if: (1) the foreign limited partnership's governing statute authorizes the domestication, whether described by the laws of the foreign jurisdiction as a domestication, a conversion, or otherwise; (2) the domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the foreign limited partnership complies with its governing statute in effecting the domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 321.1102-.1105; conversion requirements",
          "quote": "Subdivision 1. Conversion requirements. Pursuant to this section, sections 321.1103 to 321.1105, and a plan of conversion, an organization other than a limited partnership, a foreign limited partnership, a nonprofit corporation, or an organization owning assets irrevocably dedicated to a charitable purpose may convert to a limited partnership, and a limited partnership may convert to an organization other than a foreign limited partnership, or a corporation governed by chapter 304A, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by other law of this state or the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
          "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The organization definition and inbound conversion clause state the source-organization scope for conversion into a Minnesota limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "organization definition; Minn. Stat. §§ 321.1102-.1105",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(8) \"Organization\" means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. The term includes domestic and foreign organizations whether or not organized for profit.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 321.1102-.1105; conversion requirements",
          "quote": "Subdivision 1. Conversion requirements. Pursuant to this section, sections 321.1103 to 321.1105, and a plan of conversion, an organization other than a limited partnership, a foreign limited partnership, a nonprofit corporation, or an organization owning assets irrevocably dedicated to a charitable purpose may convert to a limited partnership, and a limited partnership may convert to an organization other than a foreign limited partnership, or a corporation governed by chapter 304A, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by other law of this state or the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
          "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The organization definition and outbound conversion clause state the target-organization scope for a Minnesota limited partnership conversion.",
      "fetch_event_id": null,
      "pinpoint": "organization definition; Minn. Stat. §§ 321.1102-.1105",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(8) \"Organization\" means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. The term includes domestic and foreign organizations whether or not organized for profit.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Minnesota Revisor text identifies the statutory fee provision applicable to the limited partnership conversion filing.",
      "fetch_event_id": null,
      "pinpoint": "§321.0206(d)(4)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(4) for filing any other record, other than the annual renewal required by section 321.0210 , for which no fee must be charged, required or permitted to be delivered for filing, $50;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/MN/af5a21f8e6cdd498d4fb1bc2827c28ed42a7e30dd621b371409bb5cfe36f1b3d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "af5a21f8e6cdd498d4fb1bc2827c28ed42a7e30dd621b371409bb5cfe36f1b3d",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/321.0206",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Minn. Stat. §§ 321.1102-.1105; inbound filing",
          "quote": "(2) if the converting organization is not a converting partnership, the converting organization shall file articles of conversion with the secretary of state, which articles of conversion must be signed as provided in section 321.0204, and must include: (i) the certificate of limited partnership for the limited partnership into which the converting organization is converting, which certificate of limited partnership must include the information required by section 321.0201; Official Publication of the State of Minnesota Revisor of Statutes 49 MINNESOTA STATUTES 2025 321.1105 (ii) a statement that the converting organization is converting into a limited partnership from another organization; (iii) the name and form of the converting organization and the jurisdiction of its governing statute; and (iv) a statement that the conversion was approved in a manner that complied with the converting organization's governing statute.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
          "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf"
        },
        {
          "pinpoint": "§321.1102, subd. 2",
          "quote": "Subd. 2. Contents of plan of conversion. A plan of conversion must be in a record and must include: (1) the name and form of the organization and the jurisdiction of the organization's governing statute before conversion; (2) the name and form of the organization and the jurisdiction of the organization's governing statute after conversion; Official Publication of the State of Minnesota Revisor of Statutes 321.1102 MINNESOTA STATUTES 2025 48 (3) 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 (4) the organizational documents of the converted organization that are, or are proposed to be, in a record.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
          "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf"
        },
        {
          "pinpoint": "§321.1117, subd. 1",
          "quote": "Subdivision 1. Articles of domestication. After a plan of domestication is approved, a domesticating organization shall file with the secretary of state articles of domestication, which articles of domestication must include: (1) a statement, as the case may be, that the organization has been domesticated from or into another jurisdiction; (2) the name of the domesticating organization and the jurisdiction of its governing statute; (3) the name of the domesticated organization and the jurisdiction of its governing statute; (4) the date the domestication is effective under the governing statute of the domesticated organization; (5) if the domesticating organization was a limited partnership, a statement that the domestication was approved as required by this chapter; (6) if the domesticating organization was a foreign limited partnership, a statement that the domestication was approved as required by the governing statute of the other jurisdiction; and (7) if the domesticated organization was a foreign limited partnership not authorized to transact business in this state, the street address of an office that the secretary of state may use for the purposes of section 321.1118, subdivision 2.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
          "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
          "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Minnesota limited partnership provisions require the stated plans, articles, and target formation document for conversion or a home-jurisdiction move.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 321.1102-.1105; outbound filing",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) if the converting organization is a converting limited partnership, the converting limited partnership shall file articles of conversion with the secretary of state, which articles of conversion must be signed as provided in section 321.0204, and must include: (i) a statement that the limited partnership is converting into another organization; (ii) the name and form of the converted organization and the jurisdiction of its governing statute; (iii) the time the conversion is effective under the governing statute of the converted organization; (iv) a statement that the conversion was approved as required by this chapter; (v) a statement that the conversion was approved as required by the governing statute of the converted organization; and (vi) if the converted organization is a foreign organization not authorized to transact business in this state, the street address of an office that the secretary of state may use for the purposes of section 321.1105, subdivision 3; and",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The other organization's governing statute must authorize the conversion, and the transaction may not be prohibited by the governing jurisdictions' law.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 321.1102-.1105; conversion requirements",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subdivision 1. Conversion requirements. Pursuant to this section, sections 321.1103 to 321.1105, and a plan of conversion, an organization other than a limited partnership, a foreign limited partnership, a nonprofit corporation, or an organization owning assets irrevocably dedicated to a charitable purpose may convert to a limited partnership, and a limited partnership may convert to an organization other than a foreign limited partnership, or a corporation governed by chapter 304A, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by other law of this state or the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Minnesota uses domestication for a same-type change of home jurisdiction involving a limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "Minn. Stat. §§ 321.1115-.1118; statutory term",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subdivision 1. Foreign limited partnership. A foreign limited partnership may become a partnership pursuant to this section, sections 321.1116 to 321.1118, and a plan of domestication if: (1) the foreign limited partnership's governing statute authorizes the domestication, whether described by the laws of the foreign jurisdiction as a domestication, a conversion, or otherwise; (2) the domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the foreign limited partnership complies with its governing statute in effecting the domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MN.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in the complete conversion and home-jurisdiction provisions for a Minnesota limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "complete search: Minn. Stat. §§321.1102-.1119 (conversion and domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MN/snapshots/c50/MN/afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "afee3aa8e22afc3c4ca6dbc70d5f0a50b001330ac6da9ad548ee875421e374fb",
      "source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 351.409(9)",
          "quote": "9. No vote of shareholders of a corporation shall be necessary to authorize a conversion if no shares of the stock of such corporation shall have been issued prior to the adoption by the board of directors of the resolution approving the conversion.",
          "role": "no-issued-share approval exception",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
          "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409"
        },
        {
          "pinpoint": "Mo. Rev. Stat. § 351.408(8)",
          "quote": "8. Prior to filing a certificate of conversion to corporation with the office of the secretary of state, the conversion shall be approved in the manner provided for by the document, instrument, agreement or other writing, as the case may be, governing the internal affairs of the other entity and the conduct of its business or by applicable law, as appropriate, and articles of incorporation shall be approved by the same authorization required to approve the conversion.",
          "role": "approval for conversion into a corporation",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
          "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Outbound corporation conversion requires board approval and unanimous outstanding shares, except that no shareholder vote is required before shares are issued.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.409(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "2. The board of directors of the corporation which desires to convert under this section shall adopt a resolution approving such conversion, specifying the type of entity into which the corporation shall be converted and recommending the approval of such conversion by the shareholders of the corporation. Such resolution shall be submitted to the shareholders of the corporation at an annual or special meeting. Due notice of the time and purpose of the meeting shall be mailed to each holder of stock, whether voting or nonvoting, of the corporation at the address of the shareholder as it appears on the records of the corporation, at least twenty days prior to the date of the meeting. At the meeting, the resolution shall be considered and a vote taken for its adoption or rejection. If all outstanding shares of stock of the corporation, whether voting or nonvoting, shall be voted for the adoption of the resolution, the conversion shall be authorized.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 351.408(4)-(7)",
          "quote": "4. Upon the effective time of the certificate of conversion to corporation and the articles of incorporation, the other entity shall be converted to a corporation of this state and the corporation shall thereafter be subject to all of the provisions of this title, except that notwithstanding section 351.075 , the existence of the corporation shall be deemed to have commenced on the date the other entity commenced its existence in the jurisdiction in which the other entity was first created, formed, incorporated or otherwise came into being. 5. The conversion of any other entity to a corporation of this state shall not be deemed to affect any obligations or liabilities of the other entity incurred prior to its conversion to a corporation of this state or the personal liability of any person incurred prior to such conversion. 6. When another entity has been converted to a corporation of this state under this section, the corporation of this state shall, for all purposes of the laws of the state of Missouri, be deemed to be the same entity as the converting other entity. When any conversion shall have become effective under this section, for all purposes of the laws of the state of Missouri, all of the rights, privileges and powers of the other entity that has converted, and all property, real, personal and mixed, and all debts due to such other entity, as well as all other things and causes of action belonging to such other entity, shall remain vested in the domestic corporation to which such other entity has converted and shall be the property of such domestic corporation and the title to any real property vested by deed or otherwise in such other entity shall not revert or be in any way impaired by reason of this chapter; but all rights of creditors and all liens upon any property of such other entity shall be preserved unimpaired, and all debts, liabilities and duties of the other entity that has converted shall remain attached to the corporation of this state to which such other entity has converted, and may be enforced against it to the same extent as if said debts, liabilities and duties had originally been incurred or contracted by it in its capacity as a corporation of this state. The rights, privileges, powers and interests in property of the other entity, as well as the debts, liabilities and duties of the other entity, shall not be deemed, as a consequence of the conversion, to have been transferred to the domestic corporation to which such other entity has converted for any purpose of the laws of the state of Missouri. 7. Unless otherwise agreed for all purposes of the laws of the state of Missouri or as required under applicable non-Missouri law, the converting other entity shall not be required to wind up its affairs or pay its liabilities and distribute its assets, and the conversion shall not be deemed to constitute a dissolution of such other entity and shall constitute a continuation of the existence of the converting other entity in the form of a corporation of this state.",
          "role": "effects for the opposite conversion direction",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
          "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Conversion preserves pre-conversion obligations and continuity, vested property, creditor rights, liabilities, and the same entity in the converted form.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.409(4)-(8)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4. Upon the filing in the office of the secretary of state of a certificate of conversion in accordance with subsection 3 of this section or upon the future effective date or time of the certificate of conversion and payment to the secretary of state of all fees prescribed under this chapter, the secretary of state shall certify that the corporation has filed all documents and paid all fees required by this chapter, and thereupon the corporation shall cease to exist as a corporation of this state at the time the certificate of conversion becomes effective in accordance with section 351.075 . Such certificate of the secretary of state shall be prima facie evidence of the conversion by such corporation. 5. The conversion of a corporation in accordance with this section and the resulting cessation of its existence as a corporation of this state pursuant to a certificate of conversion shall not be deemed to affect any obligations or liabilities of the corporation incurred prior to such conversion or the personal liability of any person incurred prior to such conversion, nor shall it be deemed to affect the choice of law applicable to the corporation with respect to matters arising prior to such conversion. 6. Unless otherwise provided in a resolution of conversion adopted in accordance with this section, the converting corporation shall not be required to wind up its affairs or pay its liabilities and distribute its assets, and the conversion shall not constitute a dissolution of such corporation. 7. In connection with a conversion of a domestic corporation to another entity under this section, shares of stock of the corporation of this state which is to be converted may be exchanged for or converted into cash, property, rights or securities of, or interests in, the entity to which the corporation of this state is being converted or, in addition to or in lieu thereof, may be exchanged for or converted into cash, property, shares of stock, rights or securities of, or interests in, another domestic corporation or other entity or may be cancelled. 8. When a corporation has been converted to another entity or business form under this section, the other entity or business form shall, for all purposes of the laws of the state of Missouri, be deemed to be the same entity as the corporation. When any conversion shall have become effective under this section, for all purposes of the laws of the state of Missouri, all of the rights, privileges and powers of the corporation that has converted, and all property, real, personal and mixed, and all debts due to such corporation, as well as all other things and causes of action belonging to such corporation, shall remain vested in the other entity or business form to which such corporation has converted and shall be the property of such other entity or business form, and the title to any real property vested by deed or otherwise in such corporation shall not revert or be in any way impaired by reason of this chapter; but all rights of creditors and all liens upon any property of such corporation shall be preserved unimpaired, and all debts, liabilities and duties of the corporation that has converted shall remain attached to the other entity or business form to which such corporation has converted, and may be enforced against it to the same extent as if said debts, liabilities and duties had originally been incurred or contracted by it in its capacity as such other entity or business form. The rights, privileges, powers and interest in property of the corporation that has converted, as well as the debts, liabilities and duties of such corporation, shall not be deemed, as a consequence of the conversion, to have been transferred to the other entity or business form to which such corporation has converted for any purpose of the laws of the state of Missouri.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "An “other entity,” including an LLC, LP, or foreign corporation, may convert to a Missouri corporation.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.408(1)-(2), heading Conversion to corporation",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. As used in this section, the term \"other entity\" means a limited liability company, statutory trust, business trust or association, real estate investment trust, common-law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)), or a foreign corporation. 2. Any other entity may convert to a corporation of this state by complying with subsection 8 of this section and filing in the office of the secretary of state: (1) A certificate of conversion to corporation that has been executed in accordance with subsection 9 of this section and filed in accordance with section 351.046 ; and (2) Articles of incorporation that have been executed, acknowledged and filed in accordance with section 351.046 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Missouri corporation may convert to the listed business forms, including a foreign corporation.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.409(1), heading Conversion of corporation to another business entity",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. A corporation of this state may, upon the authorization of such conversion in accordance with this section, convert to a limited liability company, statutory trust, business trust or association, real estate investment trust, common law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)) or a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Missouri calls the procedure a conversion: a foreign corporation may convert into a Missouri corporation.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.408(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. As used in this section, the term \"other entity\" means a limited liability company, statutory trust, business trust or association, real estate investment trust, common-law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)), or a foreign corporation. 2. Any other entity may convert to a corporation of this state by complying with subsection 8 of this section and filing in the office of the secretary of state: (1) A certificate of conversion to corporation that has been executed in accordance with subsection 9 of this section and filed in accordance with section 351.046 ; and (2) Articles of incorporation that have been executed, acknowledged and filed in accordance with section 351.046 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Missouri calls the procedure a conversion: a Missouri corporation may convert into a foreign corporation.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.409(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. A corporation of this state may, upon the authorization of such conversion in accordance with this section, convert to a limited liability company, statutory trust, business trust or association, real estate investment trust, common law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)) or a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Missouri's inbound-corporation conversion rule reaches LLCs, LPs, listed trusts and associations, other unincorporated businesses, and foreign corporations.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.408(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. As used in this section, the term \"other entity\" means a limited liability company, statutory trust, business trust or association, real estate investment trust, common-law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)), or a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Missouri corporation may convert to the listed LLC, partnership, trust, association, unincorporated-business, or foreign-corporation forms.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.409(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. A corporation of this state may, upon the authorization of such conversion in accordance with this section, convert to a limited liability company, statutory trust, business trust or association, real estate investment trust, common law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)) or a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The certificate-of-conversion filing-fee locator is Mo. Rev. Stat. § 351.658(15)-(16).",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.658(15)-(16), heading Fees for corporate filings",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(15) Filing certificate of conversion to a corporation under section 351.408 , fifty-three dollars; (16) Filing certificate of conversion from a corporation under section 351.409 , fifty dollars. (L. 1978 S.B. 755, A.L. 1986 H.B. 1436, A.L. 2004 H.B. 1664, A.L. 2011 S.B. 366)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/527e33dede385157338125dd0537e285ee735120eef3ffe688ced0aca5834ca8.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "527e33dede385157338125dd0537e285ee735120eef3ffe688ced0aca5834ca8",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.658",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 351.409(3)",
          "quote": "3. If a corporation shall convert in accordance with this section to another entity organized, formed or created under the laws of this state or of a jurisdiction other than the state of Missouri, the corporation shall file with the secretary of state a certificate of conversion executed in accordance with section 351.046 , which certifies: (1) The name of the corporation, and if it has been changed, the name under which it was originally incorporated; (2) The date of filing of its original articles of incorporation with the secretary of state; (3) The name and jurisdiction of the entity to which the corporation shall be converted; (4) That the conversion has been approved in accordance with the provisions of this section; (5) The agreement of the corporation that it may be served with process in the state of Missouri in any action, suit or proceeding for enforcement of any obligation of the corporation arising while it was a corporation of this state, and that it irrevocably appoints the secretary of state as its agent to accept service of process in any such action, suit or proceeding; and (6) The address to which a copy of the process referred to in subdivision (5) of this subsection shall be mailed to it by the secretary of state. Process may be served upon the secretary of state in accordance with subdivision (5) of this subsection by means of electronic transmission but only as prescribed by the secretary of state. The secretary of state is authorized to issue such rules and regulations with respect to such service as the secretary of state deems necessary or appropriate. In the event of such service upon the secretary of state in accordance with subdivision (5) of this subsection, the secretary of state shall forthwith notify such corporation that has converted out of the state of Missouri by letter, directed to such corporation that has converted out of the state of Missouri at the address so specified, unless such corporation shall have designated in writing to the secretary of state a different address for such purpose, in which case it shall be mailed to the last address designated. Such letter shall be sent by a mail or courier service that includes a record of mailing or deposit with the courier and a record of delivery evidenced by the signature of the recipient. Such letter shall enclose a copy of the process and any other papers served on the secretary of state under this subsection. It shall be the duty of the plaintiff in the event of such service to serve process and any other papers in duplicate, to notify the secretary of state that service is being effected under this subsection and to pay the secretary of state the sum of fifty dollars for the use of the state, which sum shall be taxed as part of the costs in the proceeding, if the plaintiff shall prevail therein. The secretary of state shall maintain an alphabetical record of any such service setting forth the name of the plaintiff and the defendant, the title, docket number and nature of the proceeding in which process has been served, the fact that service has been effected under this subsection, the return date thereof, and the day and hour service was made. The secretary of state shall not be required to retain such information longer than five years from receipt of the service of process.",
          "role": "outbound-corporation conversion instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
          "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Conversion into a corporation requires a certificate of conversion and articles of incorporation; conversion from a corporation requires a certificate of conversion.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.408(2)-(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "2. Any other entity may convert to a corporation of this state by complying with subsection 8 of this section and filing in the office of the secretary of state: (1) A certificate of conversion to corporation that has been executed in accordance with subsection 9 of this section and filed in accordance with section 351.046 ; and (2) Articles of incorporation that have been executed, acknowledged and filed in accordance with section 351.046 . 3. The certificate of conversion to corporation shall state: (1) The date on which and jurisdiction where the other entity was first created, incorporated, formed or otherwise came into being and, if it has changed, its jurisdiction immediately prior to its conversion to a domestic corporation; (2) The name of the other entity immediately prior to the filing of the certificate of conversion to corporation; and (3) The name of the corporation as set forth in its articles of incorporation filed in accordance with subsection 2 of this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 351.409, complete section",
          "quote": "",
          "role": "second complete conversion section searched",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
          "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The captured conversion provisions state no requirement that the other jurisdiction's law authorize the conversion.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Missouri uses “conversion,” including for a Missouri corporation becoming a foreign corporation.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.409(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. A corporation of this state may, upon the authorization of such conversion in accordance with this section, convert to a limited liability company, statutory trust, business trust or association, real estate investment trust, common law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)) or a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.corp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 351.409, complete section",
          "quote": "",
          "role": "second complete conversion section searched",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
          "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The complete conversion provisions state no tax-clearance, good-standing, or tax-payment condition; § 351.409(4) separately requires prescribed filing fees.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 351.409(2)",
          "quote": "2. The board of directors of the corporation which desires to convert under this section shall adopt a resolution approving such conversion, specifying the type of entity into which the corporation shall be converted and recommending the approval of such conversion by the shareholders of the corporation. Such resolution shall be submitted to the shareholders of the corporation at an annual or special meeting. Due notice of the time and purpose of the meeting shall be mailed to each holder of stock, whether voting or nonvoting, of the corporation at the address of the shareholder as it appears on the records of the corporation, at least twenty days prior to the date of the meeting. At the meeting, the resolution shall be considered and a vote taken for its adoption or rejection. If all outstanding shares of stock of the corporation, whether voting or nonvoting, shall be voted for the adoption of the resolution, the conversion shall be authorized.",
          "role": "approval for corporation conversion into the target form",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
          "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409"
        },
        {
          "pinpoint": "Mo. Rev. Stat. § 351.409(9)",
          "quote": "9. No vote of shareholders of a corporation shall be necessary to authorize a conversion if no shares of the stock of such corporation shall have been issued prior to the adoption by the board of directors of the resolution approving the conversion.",
          "role": "no-issued-share approval exception",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
          "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Conversion into a corporation follows the converting entity's governing writing or law; conversion from a corporation follows the corporation approval rule.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.408(8)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "8. Prior to filing a certificate of conversion to corporation with the office of the secretary of state, the conversion shall be approved in the manner provided for by the document, instrument, agreement or other writing, as the case may be, governing the internal affairs of the other entity and the conduct of its business or by applicable law, as appropriate, and articles of incorporation shall be approved by the same authorization required to approve the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 351.409(4)-(8)",
          "quote": "4. Upon the filing in the office of the secretary of state of a certificate of conversion in accordance with subsection 3 of this section or upon the future effective date or time of the certificate of conversion and payment to the secretary of state of all fees prescribed under this chapter, the secretary of state shall certify that the corporation has filed all documents and paid all fees required by this chapter, and thereupon the corporation shall cease to exist as a corporation of this state at the time the certificate of conversion becomes effective in accordance with section 351.075 . Such certificate of the secretary of state shall be prima facie evidence of the conversion by such corporation. 5. The conversion of a corporation in accordance with this section and the resulting cessation of its existence as a corporation of this state pursuant to a certificate of conversion shall not be deemed to affect any obligations or liabilities of the corporation incurred prior to such conversion or the personal liability of any person incurred prior to such conversion, nor shall it be deemed to affect the choice of law applicable to the corporation with respect to matters arising prior to such conversion. 6. Unless otherwise provided in a resolution of conversion adopted in accordance with this section, the converting corporation shall not be required to wind up its affairs or pay its liabilities and distribute its assets, and the conversion shall not constitute a dissolution of such corporation. 7. In connection with a conversion of a domestic corporation to another entity under this section, shares of stock of the corporation of this state which is to be converted may be exchanged for or converted into cash, property, rights or securities of, or interests in, the entity to which the corporation of this state is being converted or, in addition to or in lieu thereof, may be exchanged for or converted into cash, property, shares of stock, rights or securities of, or interests in, another domestic corporation or other entity or may be cancelled. 8. When a corporation has been converted to another entity or business form under this section, the other entity or business form shall, for all purposes of the laws of the state of Missouri, be deemed to be the same entity as the corporation. When any conversion shall have become effective under this section, for all purposes of the laws of the state of Missouri, all of the rights, privileges and powers of the corporation that has converted, and all property, real, personal and mixed, and all debts due to such corporation, as well as all other things and causes of action belonging to such corporation, shall remain vested in the other entity or business form to which such corporation has converted and shall be the property of such other entity or business form, and the title to any real property vested by deed or otherwise in such corporation shall not revert or be in any way impaired by reason of this chapter; but all rights of creditors and all liens upon any property of such corporation shall be preserved unimpaired, and all debts, liabilities and duties of the corporation that has converted shall remain attached to the other entity or business form to which such corporation has converted, and may be enforced against it to the same extent as if said debts, liabilities and duties had originally been incurred or contracted by it in its capacity as such other entity or business form. The rights, privileges, powers and interest in property of the corporation that has converted, as well as the debts, liabilities and duties of such corporation, shall not be deemed, as a consequence of the conversion, to have been transferred to the other entity or business form to which such corporation has converted for any purpose of the laws of the state of Missouri.",
          "role": "effects for the opposite conversion direction",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
          "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Conversion preserves pre-conversion obligations and continuity, vested property, creditor rights, liabilities, and the same entity in the converted form.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.408(4)-(7)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4. Upon the effective time of the certificate of conversion to corporation and the articles of incorporation, the other entity shall be converted to a corporation of this state and the corporation shall thereafter be subject to all of the provisions of this title, except that notwithstanding section 351.075 , the existence of the corporation shall be deemed to have commenced on the date the other entity commenced its existence in the jurisdiction in which the other entity was first created, formed, incorporated or otherwise came into being. 5. The conversion of any other entity to a corporation of this state shall not be deemed to affect any obligations or liabilities of the other entity incurred prior to its conversion to a corporation of this state or the personal liability of any person incurred prior to such conversion. 6. When another entity has been converted to a corporation of this state under this section, the corporation of this state shall, for all purposes of the laws of the state of Missouri, be deemed to be the same entity as the converting other entity. When any conversion shall have become effective under this section, for all purposes of the laws of the state of Missouri, all of the rights, privileges and powers of the other entity that has converted, and all property, real, personal and mixed, and all debts due to such other entity, as well as all other things and causes of action belonging to such other entity, shall remain vested in the domestic corporation to which such other entity has converted and shall be the property of such domestic corporation and the title to any real property vested by deed or otherwise in such other entity shall not revert or be in any way impaired by reason of this chapter; but all rights of creditors and all liens upon any property of such other entity shall be preserved unimpaired, and all debts, liabilities and duties of the other entity that has converted shall remain attached to the corporation of this state to which such other entity has converted, and may be enforced against it to the same extent as if said debts, liabilities and duties had originally been incurred or contracted by it in its capacity as a corporation of this state. The rights, privileges, powers and interests in property of the other entity, as well as the debts, liabilities and duties of the other entity, shall not be deemed, as a consequence of the conversion, to have been transferred to the domestic corporation to which such other entity has converted for any purpose of the laws of the state of Missouri. 7. Unless otherwise agreed for all purposes of the laws of the state of Missouri or as required under applicable non-Missouri law, the converting other entity shall not be required to wind up its affairs or pay its liabilities and distribute its assets, and the conversion shall not be deemed to constitute a dissolution of such other entity and shall constitute a continuation of the existence of the converting other entity in the form of a corporation of this state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Missouri corporation may convert into a LLC.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.409(1), heading Conversion of corporation to another business entity",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. A corporation of this state may, upon the authorization of such conversion in accordance with this section, convert to a limited liability company, statutory trust, business trust or association, real estate investment trust, common law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)) or a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Missouri LLC is an “other entity” that may convert to a Missouri corporation.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.408(1)-(2), heading Conversion to corporation",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. As used in this section, the term \"other entity\" means a limited liability company, statutory trust, business trust or association, real estate investment trust, common-law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)), or a foreign corporation. 2. Any other entity may convert to a corporation of this state by complying with subsection 8 of this section and filing in the office of the secretary of state: (1) A certificate of conversion to corporation that has been executed in accordance with subsection 9 of this section and filed in accordance with section 351.046 ; and (2) Articles of incorporation that have been executed, acknowledged and filed in accordance with section 351.046 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.llc.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 347.151, complete section",
          "quote": "347.151. Foreign limited liability company, conflict of laws. — Subject to the constitution of this state: (1) The laws of the state or other jurisdiction under which a foreign limited liability company is organized govern its organization and internal affairs and the liability of its members; and (2) A foreign limited liability company may not be denied registration by reason of any difference between those laws and the laws of this state. (L. 1993 S.B. 66 & 20 § 359.800) Effective 12-01-93",
          "role": "nearest foreign-entity provision ruled nonresponsive",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/a0474120770f2f07b0429fac14a267ad841a4560c9143cd853694d84766ea6e4.html",
          "source_sha256": "a0474120770f2f07b0429fac14a267ad841a4560c9143cd853694d84766ea6e4",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=347.151"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No authorization for a foreign LLC to become a domestic Missouri LLC was located after the complete chapter search.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/0687f39036958a2e832c573e07a2278cc3ac7e971d292704b44977f4a8430e51.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0687f39036958a2e832c573e07a2278cc3ac7e971d292704b44977f4a8430e51",
      "source_url": "https://revisor.mo.gov/main/OneChapter.aspx?chapter=347",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 347.151, complete section",
          "quote": "347.151. Foreign limited liability company, conflict of laws. — Subject to the constitution of this state: (1) The laws of the state or other jurisdiction under which a foreign limited liability company is organized govern its organization and internal affairs and the liability of its members; and (2) A foreign limited liability company may not be denied registration by reason of any difference between those laws and the laws of this state. (L. 1993 S.B. 66 & 20 § 359.800) Effective 12-01-93",
          "role": "nearest foreign-entity provision ruled nonresponsive",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/a0474120770f2f07b0429fac14a267ad841a4560c9143cd853694d84766ea6e4.html",
          "source_sha256": "a0474120770f2f07b0429fac14a267ad841a4560c9143cd853694d84766ea6e4",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=347.151"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No authorization for a Missouri LLC to become a foreign LLC was located after the complete chapter search.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/0687f39036958a2e832c573e07a2278cc3ac7e971d292704b44977f4a8430e51.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0687f39036958a2e832c573e07a2278cc3ac7e971d292704b44977f4a8430e51",
      "source_url": "https://revisor.mo.gov/main/OneChapter.aspx?chapter=347",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The captured inbound conversion rule expressly permits a Missouri corporation to convert into a LLC.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.409(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. A corporation of this state may, upon the authorization of such conversion in accordance with this section, convert to a limited liability company, statutory trust, business trust or association, real estate investment trust, common law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)) or a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The captured outbound conversion rule expressly permits a Missouri LLC to convert into a Missouri corporation.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.408(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. As used in this section, the term \"other entity\" means a limited liability company, statutory trust, business trust or association, real estate investment trust, common-law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)), or a foreign corporation. 2. Any other entity may convert to a corporation of this state by complying with subsection 8 of this section and filing in the office of the secretary of state: (1) A certificate of conversion to corporation that has been executed in accordance with subsection 9 of this section and filed in accordance with section 351.046 ; and (2) Articles of incorporation that have been executed, acknowledged and filed in accordance with section 351.046 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The certificate-of-conversion filing-fee locator is Mo. Rev. Stat. § 351.658(15)-(16).",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.658(15)-(16), heading Fees for corporate filings",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(15) Filing certificate of conversion to a corporation under section 351.408 , fifty-three dollars; (16) Filing certificate of conversion from a corporation under section 351.409 , fifty dollars. (L. 1978 S.B. 755, A.L. 1986 H.B. 1436, A.L. 2004 H.B. 1664, A.L. 2011 S.B. 366)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/527e33dede385157338125dd0537e285ee735120eef3ffe688ced0aca5834ca8.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "527e33dede385157338125dd0537e285ee735120eef3ffe688ced0aca5834ca8",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.658",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 351.409(3)",
          "quote": "3. If a corporation shall convert in accordance with this section to another entity organized, formed or created under the laws of this state or of a jurisdiction other than the state of Missouri, the corporation shall file with the secretary of state a certificate of conversion executed in accordance with section 351.046 , which certifies: (1) The name of the corporation, and if it has been changed, the name under which it was originally incorporated; (2) The date of filing of its original articles of incorporation with the secretary of state; (3) The name and jurisdiction of the entity to which the corporation shall be converted; (4) That the conversion has been approved in accordance with the provisions of this section; (5) The agreement of the corporation that it may be served with process in the state of Missouri in any action, suit or proceeding for enforcement of any obligation of the corporation arising while it was a corporation of this state, and that it irrevocably appoints the secretary of state as its agent to accept service of process in any such action, suit or proceeding; and (6) The address to which a copy of the process referred to in subdivision (5) of this subsection shall be mailed to it by the secretary of state. Process may be served upon the secretary of state in accordance with subdivision (5) of this subsection by means of electronic transmission but only as prescribed by the secretary of state. The secretary of state is authorized to issue such rules and regulations with respect to such service as the secretary of state deems necessary or appropriate. In the event of such service upon the secretary of state in accordance with subdivision (5) of this subsection, the secretary of state shall forthwith notify such corporation that has converted out of the state of Missouri by letter, directed to such corporation that has converted out of the state of Missouri at the address so specified, unless such corporation shall have designated in writing to the secretary of state a different address for such purpose, in which case it shall be mailed to the last address designated. Such letter shall be sent by a mail or courier service that includes a record of mailing or deposit with the courier and a record of delivery evidenced by the signature of the recipient. Such letter shall enclose a copy of the process and any other papers served on the secretary of state under this subsection. It shall be the duty of the plaintiff in the event of such service to serve process and any other papers in duplicate, to notify the secretary of state that service is being effected under this subsection and to pay the secretary of state the sum of fifty dollars for the use of the state, which sum shall be taxed as part of the costs in the proceeding, if the plaintiff shall prevail therein. The secretary of state shall maintain an alphabetical record of any such service setting forth the name of the plaintiff and the defendant, the title, docket number and nature of the proceeding in which process has been served, the fact that service has been effected under this subsection, the return date thereof, and the day and hour service was made. The secretary of state shall not be required to retain such information longer than five years from receipt of the service of process.",
          "role": "outbound-corporation conversion instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
          "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Conversion into a corporation requires a certificate of conversion and articles of incorporation; conversion from a corporation requires a certificate of conversion.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.408(2)-(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "2. Any other entity may convert to a corporation of this state by complying with subsection 8 of this section and filing in the office of the secretary of state: (1) A certificate of conversion to corporation that has been executed in accordance with subsection 9 of this section and filed in accordance with section 351.046 ; and (2) Articles of incorporation that have been executed, acknowledged and filed in accordance with section 351.046 . 3. The certificate of conversion to corporation shall state: (1) The date on which and jurisdiction where the other entity was first created, incorporated, formed or otherwise came into being and, if it has changed, its jurisdiction immediately prior to its conversion to a domestic corporation; (2) The name of the other entity immediately prior to the filing of the certificate of conversion to corporation; and (3) The name of the corporation as set forth in its articles of incorporation filed in accordance with subsection 2 of this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.llc.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 351.409, complete section",
          "quote": "",
          "role": "second complete conversion section searched",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
          "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The captured conversion provisions state no requirement that the other jurisdiction's law authorize the conversion.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.llc.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 347.151, complete section",
          "quote": "347.151. Foreign limited liability company, conflict of laws. — Subject to the constitution of this state: (1) The laws of the state or other jurisdiction under which a foreign limited liability company is organized govern its organization and internal affairs and the liability of its members; and (2) A foreign limited liability company may not be denied registration by reason of any difference between those laws and the laws of this state. (L. 1993 S.B. 66 & 20 § 359.800) Effective 12-01-93",
          "role": "nearest foreign-entity provision ruled nonresponsive",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/a0474120770f2f07b0429fac14a267ad841a4560c9143cd853694d84766ea6e4.html",
          "source_sha256": "a0474120770f2f07b0429fac14a267ad841a4560c9143cd853694d84766ea6e4",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=347.151"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No statutory term for a same-type LLC jurisdiction move was located after the complete chapter search.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/0687f39036958a2e832c573e07a2278cc3ac7e971d292704b44977f4a8430e51.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0687f39036958a2e832c573e07a2278cc3ac7e971d292704b44977f4a8430e51",
      "source_url": "https://revisor.mo.gov/main/OneChapter.aspx?chapter=347",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.llc.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 351.409, complete section",
          "quote": "",
          "role": "second complete conversion section searched",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
          "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The complete conversion provisions state no tax-clearance, good-standing, or tax-payment condition; § 351.409(4) separately requires prescribed filing fees.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 351.409(2)",
          "quote": "2. The board of directors of the corporation which desires to convert under this section shall adopt a resolution approving such conversion, specifying the type of entity into which the corporation shall be converted and recommending the approval of such conversion by the shareholders of the corporation. Such resolution shall be submitted to the shareholders of the corporation at an annual or special meeting. Due notice of the time and purpose of the meeting shall be mailed to each holder of stock, whether voting or nonvoting, of the corporation at the address of the shareholder as it appears on the records of the corporation, at least twenty days prior to the date of the meeting. At the meeting, the resolution shall be considered and a vote taken for its adoption or rejection. If all outstanding shares of stock of the corporation, whether voting or nonvoting, shall be voted for the adoption of the resolution, the conversion shall be authorized.",
          "role": "approval for corporation conversion into the target form",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
          "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409"
        },
        {
          "pinpoint": "Mo. Rev. Stat. § 351.409(9)",
          "quote": "9. No vote of shareholders of a corporation shall be necessary to authorize a conversion if no shares of the stock of such corporation shall have been issued prior to the adoption by the board of directors of the resolution approving the conversion.",
          "role": "no-issued-share approval exception",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
          "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Conversion into a corporation follows the converting entity's governing writing or law; conversion from a corporation follows the corporation approval rule.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.408(8)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "8. Prior to filing a certificate of conversion to corporation with the office of the secretary of state, the conversion shall be approved in the manner provided for by the document, instrument, agreement or other writing, as the case may be, governing the internal affairs of the other entity and the conduct of its business or by applicable law, as appropriate, and articles of incorporation shall be approved by the same authorization required to approve the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.lp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 351.409(4)-(8)",
          "quote": "4. Upon the filing in the office of the secretary of state of a certificate of conversion in accordance with subsection 3 of this section or upon the future effective date or time of the certificate of conversion and payment to the secretary of state of all fees prescribed under this chapter, the secretary of state shall certify that the corporation has filed all documents and paid all fees required by this chapter, and thereupon the corporation shall cease to exist as a corporation of this state at the time the certificate of conversion becomes effective in accordance with section 351.075 . Such certificate of the secretary of state shall be prima facie evidence of the conversion by such corporation. 5. The conversion of a corporation in accordance with this section and the resulting cessation of its existence as a corporation of this state pursuant to a certificate of conversion shall not be deemed to affect any obligations or liabilities of the corporation incurred prior to such conversion or the personal liability of any person incurred prior to such conversion, nor shall it be deemed to affect the choice of law applicable to the corporation with respect to matters arising prior to such conversion. 6. Unless otherwise provided in a resolution of conversion adopted in accordance with this section, the converting corporation shall not be required to wind up its affairs or pay its liabilities and distribute its assets, and the conversion shall not constitute a dissolution of such corporation. 7. In connection with a conversion of a domestic corporation to another entity under this section, shares of stock of the corporation of this state which is to be converted may be exchanged for or converted into cash, property, rights or securities of, or interests in, the entity to which the corporation of this state is being converted or, in addition to or in lieu thereof, may be exchanged for or converted into cash, property, shares of stock, rights or securities of, or interests in, another domestic corporation or other entity or may be cancelled. 8. When a corporation has been converted to another entity or business form under this section, the other entity or business form shall, for all purposes of the laws of the state of Missouri, be deemed to be the same entity as the corporation. When any conversion shall have become effective under this section, for all purposes of the laws of the state of Missouri, all of the rights, privileges and powers of the corporation that has converted, and all property, real, personal and mixed, and all debts due to such corporation, as well as all other things and causes of action belonging to such corporation, shall remain vested in the other entity or business form to which such corporation has converted and shall be the property of such other entity or business form, and the title to any real property vested by deed or otherwise in such corporation shall not revert or be in any way impaired by reason of this chapter; but all rights of creditors and all liens upon any property of such corporation shall be preserved unimpaired, and all debts, liabilities and duties of the corporation that has converted shall remain attached to the other entity or business form to which such corporation has converted, and may be enforced against it to the same extent as if said debts, liabilities and duties had originally been incurred or contracted by it in its capacity as such other entity or business form. The rights, privileges, powers and interest in property of the corporation that has converted, as well as the debts, liabilities and duties of such corporation, shall not be deemed, as a consequence of the conversion, to have been transferred to the other entity or business form to which such corporation has converted for any purpose of the laws of the state of Missouri.",
          "role": "effects for the opposite conversion direction",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
          "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Conversion preserves pre-conversion obligations and continuity, vested property, creditor rights, liabilities, and the same entity in the converted form.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.408(4)-(7)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "4. Upon the effective time of the certificate of conversion to corporation and the articles of incorporation, the other entity shall be converted to a corporation of this state and the corporation shall thereafter be subject to all of the provisions of this title, except that notwithstanding section 351.075 , the existence of the corporation shall be deemed to have commenced on the date the other entity commenced its existence in the jurisdiction in which the other entity was first created, formed, incorporated or otherwise came into being. 5. The conversion of any other entity to a corporation of this state shall not be deemed to affect any obligations or liabilities of the other entity incurred prior to its conversion to a corporation of this state or the personal liability of any person incurred prior to such conversion. 6. When another entity has been converted to a corporation of this state under this section, the corporation of this state shall, for all purposes of the laws of the state of Missouri, be deemed to be the same entity as the converting other entity. When any conversion shall have become effective under this section, for all purposes of the laws of the state of Missouri, all of the rights, privileges and powers of the other entity that has converted, and all property, real, personal and mixed, and all debts due to such other entity, as well as all other things and causes of action belonging to such other entity, shall remain vested in the domestic corporation to which such other entity has converted and shall be the property of such domestic corporation and the title to any real property vested by deed or otherwise in such other entity shall not revert or be in any way impaired by reason of this chapter; but all rights of creditors and all liens upon any property of such other entity shall be preserved unimpaired, and all debts, liabilities and duties of the other entity that has converted shall remain attached to the corporation of this state to which such other entity has converted, and may be enforced against it to the same extent as if said debts, liabilities and duties had originally been incurred or contracted by it in its capacity as a corporation of this state. The rights, privileges, powers and interests in property of the other entity, as well as the debts, liabilities and duties of the other entity, shall not be deemed, as a consequence of the conversion, to have been transferred to the domestic corporation to which such other entity has converted for any purpose of the laws of the state of Missouri. 7. Unless otherwise agreed for all purposes of the laws of the state of Missouri or as required under applicable non-Missouri law, the converting other entity shall not be required to wind up its affairs or pay its liabilities and distribute its assets, and the conversion shall not be deemed to constitute a dissolution of such other entity and shall constitute a continuation of the existence of the converting other entity in the form of a corporation of this state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Missouri corporation may convert into a limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.409(1), heading Conversion of corporation to another business entity",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. A corporation of this state may, upon the authorization of such conversion in accordance with this section, convert to a limited liability company, statutory trust, business trust or association, real estate investment trust, common law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)) or a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Missouri limited partnership is an “other entity” that may convert to a Missouri corporation.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.408(1)-(2), heading Conversion to corporation",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. As used in this section, the term \"other entity\" means a limited liability company, statutory trust, business trust or association, real estate investment trust, common-law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)), or a foreign corporation. 2. Any other entity may convert to a corporation of this state by complying with subsection 8 of this section and filing in the office of the secretary of state: (1) A certificate of conversion to corporation that has been executed in accordance with subsection 9 of this section and filed in accordance with section 351.046 ; and (2) Articles of incorporation that have been executed, acknowledged and filed in accordance with section 351.046 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 359.491, complete section",
          "quote": "359.491. Foreign limited partnerships, law governing. — Subject to the constitution of this state: (1) The laws of the state under which a foreign limited partnership is organized govern its organization and internal affairs and the liability of its limited partners; and (2) A foreign limited partnership may not be denied registration by reason of any difference between those laws and the laws of this state. (L. 1985 H.B. 512 & 650) Effective 1-01-87",
          "role": "nearest foreign-entity provision ruled nonresponsive",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/275a0944033cb90cf3dd9f8990ee0152b6a4dfe2bb8b62097a8796261c6e616f.html",
          "source_sha256": "275a0944033cb90cf3dd9f8990ee0152b6a4dfe2bb8b62097a8796261c6e616f",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=359.491"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No authorization for a foreign limited partnership to become a domestic Missouri limited partnership was located after the complete chapter search.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/0b3dea5bd38037e62c1351028dc8f8bff458491853b52d200e3b7b2b8e66dff3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0b3dea5bd38037e62c1351028dc8f8bff458491853b52d200e3b7b2b8e66dff3",
      "source_url": "https://revisor.mo.gov/main/OneChapter.aspx?chapter=359",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 359.491, complete section",
          "quote": "359.491. Foreign limited partnerships, law governing. — Subject to the constitution of this state: (1) The laws of the state under which a foreign limited partnership is organized govern its organization and internal affairs and the liability of its limited partners; and (2) A foreign limited partnership may not be denied registration by reason of any difference between those laws and the laws of this state. (L. 1985 H.B. 512 & 650) Effective 1-01-87",
          "role": "nearest foreign-entity provision ruled nonresponsive",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/275a0944033cb90cf3dd9f8990ee0152b6a4dfe2bb8b62097a8796261c6e616f.html",
          "source_sha256": "275a0944033cb90cf3dd9f8990ee0152b6a4dfe2bb8b62097a8796261c6e616f",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=359.491"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No authorization for a Missouri limited partnership to become a foreign limited partnership was located after the complete chapter search.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/0b3dea5bd38037e62c1351028dc8f8bff458491853b52d200e3b7b2b8e66dff3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0b3dea5bd38037e62c1351028dc8f8bff458491853b52d200e3b7b2b8e66dff3",
      "source_url": "https://revisor.mo.gov/main/OneChapter.aspx?chapter=359",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The captured inbound conversion rule expressly permits a Missouri corporation to convert into a limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.409(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. A corporation of this state may, upon the authorization of such conversion in accordance with this section, convert to a limited liability company, statutory trust, business trust or association, real estate investment trust, common law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)) or a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The captured outbound conversion rule expressly permits a Missouri limited partnership to convert into a Missouri corporation.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.408(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. As used in this section, the term \"other entity\" means a limited liability company, statutory trust, business trust or association, real estate investment trust, common-law trust or any other unincorporated business including a partnership (whether general (including a limited liability partnership) or limited (including a limited liability limited partnership)), or a foreign corporation. 2. Any other entity may convert to a corporation of this state by complying with subsection 8 of this section and filing in the office of the secretary of state: (1) A certificate of conversion to corporation that has been executed in accordance with subsection 9 of this section and filed in accordance with section 351.046 ; and (2) Articles of incorporation that have been executed, acknowledged and filed in accordance with section 351.046 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The certificate-of-conversion filing-fee locator is Mo. Rev. Stat. § 351.658(15)-(16).",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.658(15)-(16), heading Fees for corporate filings",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(15) Filing certificate of conversion to a corporation under section 351.408 , fifty-three dollars; (16) Filing certificate of conversion from a corporation under section 351.409 , fifty dollars. (L. 1978 S.B. 755, A.L. 1986 H.B. 1436, A.L. 2004 H.B. 1664, A.L. 2011 S.B. 366)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/527e33dede385157338125dd0537e285ee735120eef3ffe688ced0aca5834ca8.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "527e33dede385157338125dd0537e285ee735120eef3ffe688ced0aca5834ca8",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.658",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 351.409(3)",
          "quote": "3. If a corporation shall convert in accordance with this section to another entity organized, formed or created under the laws of this state or of a jurisdiction other than the state of Missouri, the corporation shall file with the secretary of state a certificate of conversion executed in accordance with section 351.046 , which certifies: (1) The name of the corporation, and if it has been changed, the name under which it was originally incorporated; (2) The date of filing of its original articles of incorporation with the secretary of state; (3) The name and jurisdiction of the entity to which the corporation shall be converted; (4) That the conversion has been approved in accordance with the provisions of this section; (5) The agreement of the corporation that it may be served with process in the state of Missouri in any action, suit or proceeding for enforcement of any obligation of the corporation arising while it was a corporation of this state, and that it irrevocably appoints the secretary of state as its agent to accept service of process in any such action, suit or proceeding; and (6) The address to which a copy of the process referred to in subdivision (5) of this subsection shall be mailed to it by the secretary of state. Process may be served upon the secretary of state in accordance with subdivision (5) of this subsection by means of electronic transmission but only as prescribed by the secretary of state. The secretary of state is authorized to issue such rules and regulations with respect to such service as the secretary of state deems necessary or appropriate. In the event of such service upon the secretary of state in accordance with subdivision (5) of this subsection, the secretary of state shall forthwith notify such corporation that has converted out of the state of Missouri by letter, directed to such corporation that has converted out of the state of Missouri at the address so specified, unless such corporation shall have designated in writing to the secretary of state a different address for such purpose, in which case it shall be mailed to the last address designated. Such letter shall be sent by a mail or courier service that includes a record of mailing or deposit with the courier and a record of delivery evidenced by the signature of the recipient. Such letter shall enclose a copy of the process and any other papers served on the secretary of state under this subsection. It shall be the duty of the plaintiff in the event of such service to serve process and any other papers in duplicate, to notify the secretary of state that service is being effected under this subsection and to pay the secretary of state the sum of fifty dollars for the use of the state, which sum shall be taxed as part of the costs in the proceeding, if the plaintiff shall prevail therein. The secretary of state shall maintain an alphabetical record of any such service setting forth the name of the plaintiff and the defendant, the title, docket number and nature of the proceeding in which process has been served, the fact that service has been effected under this subsection, the return date thereof, and the day and hour service was made. The secretary of state shall not be required to retain such information longer than five years from receipt of the service of process.",
          "role": "outbound-corporation conversion instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
          "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Conversion into a corporation requires a certificate of conversion and articles of incorporation; conversion from a corporation requires a certificate of conversion.",
      "fetch_event_id": null,
      "pinpoint": "Mo. Rev. Stat. § 351.408(2)-(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "2. Any other entity may convert to a corporation of this state by complying with subsection 8 of this section and filing in the office of the secretary of state: (1) A certificate of conversion to corporation that has been executed in accordance with subsection 9 of this section and filed in accordance with section 351.046 ; and (2) Articles of incorporation that have been executed, acknowledged and filed in accordance with section 351.046 . 3. The certificate of conversion to corporation shall state: (1) The date on which and jurisdiction where the other entity was first created, incorporated, formed or otherwise came into being and, if it has changed, its jurisdiction immediately prior to its conversion to a domestic corporation; (2) The name of the other entity immediately prior to the filing of the certificate of conversion to corporation; and (3) The name of the corporation as set forth in its articles of incorporation filed in accordance with subsection 2 of this section.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.lp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 351.409, complete section",
          "quote": "",
          "role": "second complete conversion section searched",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
          "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The captured conversion provisions state no requirement that the other jurisdiction's law authorize the conversion.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
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      "rendered": "value",
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      "source_class": "S1",
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      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.lp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 359.491, complete section",
          "quote": "359.491. Foreign limited partnerships, law governing. — Subject to the constitution of this state: (1) The laws of the state under which a foreign limited partnership is organized govern its organization and internal affairs and the liability of its limited partners; and (2) A foreign limited partnership may not be denied registration by reason of any difference between those laws and the laws of this state. (L. 1985 H.B. 512 & 650) Effective 1-01-87",
          "role": "nearest foreign-entity provision ruled nonresponsive",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/275a0944033cb90cf3dd9f8990ee0152b6a4dfe2bb8b62097a8796261c6e616f.html",
          "source_sha256": "275a0944033cb90cf3dd9f8990ee0152b6a4dfe2bb8b62097a8796261c6e616f",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=359.491"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No statutory term for a same-type limited partnership jurisdiction move was located after the complete chapter search.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/0b3dea5bd38037e62c1351028dc8f8bff458491853b52d200e3b7b2b8e66dff3.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0b3dea5bd38037e62c1351028dc8f8bff458491853b52d200e3b7b2b8e66dff3",
      "source_url": "https://revisor.mo.gov/main/OneChapter.aspx?chapter=359",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MO.lp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "Mo. Rev. Stat. § 351.409, complete section",
          "quote": "",
          "role": "second complete conversion section searched",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e.html",
          "source_sha256": "3d6541e03d717018adfe648c85e1b162689f78ef6b8e4eb9511506e0e2def64e",
          "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The complete conversion provisions state no tax-clearance, good-standing, or tax-payment condition; § 351.409(4) separately requires prescribed filing fees.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MO/snapshots/c50/MO/8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8b70dac82c8a9bd6cd77bb521fa287a6e73f413936f0e696a6d48c55cd0daaff",
      "source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Approval follows the entity's organic rules, then its merger rules. If neither supplies a rule for a noncorporate entity, all voting interest holders approve; added owner liability requires consent.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-403(a), with parallel domestication rule at § 79-37-503(a), enacted by S.B. 2322 (2014), Sections 22 and 28",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A plan of conversion is not effective unless it has been approved: (1) By a domestic converting entity: (A) In accordance with the requirements, if any, in its organic rules for approval of a conversion; (B) If its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of: (i) In the case of an entity that is not a business corporation, a merger, as if the conversion were a merger; (ii) In the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; or (C) By all of the interest holders of the entity entitled to vote on or consent to any matter if in the case of any entity that is not a business corporation, neither its organic law nor organic rules provide for approval of a conversion or a merger; and (2) In a record, by each interest holder of a domestic converting entity which will have interest holder liability for debts, obligations, and other liabilities that arise after the conversion becomes effective, unless, in the case of an entity that is not a business or nonprofit corporation: (A) The organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all the interest holders; and (B) The interest holder voted for or consented in a record to that provision of the organic rules or became an interest holder after the adoption of that provision.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "For domestication, the entity remains the same entity without interruption; property, liabilities, rights, and pending proceedings continue.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-506(a)(1)-(9), enacted by S.B. 2322 (2014), Section 31",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "When a domestication becomes effective: (1) The domesticated entity is: (A) Organized under and subject to the organic law of the domesticated entity; and (B) The same entity without interruption as the domesticating entity; (2) All property of the domesticating entity continues to be vested in the domesticated entity without transfer, reversion, or impairment; (3) All debts, obligations, and other liabilities of the domesticating entity continue as debts, obligations, and other liabilities of the domesticated entity; (4) Except as otherwise provided by law or the plan of domestication, all of the rights, privileges, immunities, powers, and purposes of the domesticating entity remain in the domesticated entity; (5) The name of the domesticated entity may be substituted for the name of the domesticating entity in any pending action or proceeding; (6) If the domesticated entity is a filing entity, its public organic record is effective; (7) If the domesticated entity is a limited liability partnership, its statement of qualification is effective simultaneously; (8) The private organic rules of the domesticated entity that are to be in a record, if any, approved as part of the plan of domestication are effective; and (9) The interests in the domesticating entity are converted to the extent and as approved in connection with the domestication, and the interest holders of the domesticating entity are entitled only to the rights provided to them under the plan of domestication and to any appraisal rights they have under Section 79-37-109 and the domesticating entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.corp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(a), amended by S.B. 2327 (2017), Section 4",
          "quote": "A charitable organization as defined in Section 79-11-501 may not convert under this Article 4.",
          "role": "scope_exclusion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A foreign entity may convert into a Mississippi business corporation of a different type only after Article 5 domestication and authorization under its formation law.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-401(c), amended by S.B. 2327 (2017), Section 4",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation and the foreign entity has first domesticated to this state under Article 5 of this Chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(a), amended by S.B. 2327 (2017), Section 4",
          "quote": "A charitable organization as defined in Section 79-11-501 may not convert under this Article 4.",
          "role": "scope_exclusion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Mississippi business corporation may convert to a different entity type; a foreign target also requires authorization under its formation law and prior Article 5 compliance.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-401(b), amended by S.B. 2327 (2017), Section 4",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with this article, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation and the domestic entity has complied with Article 5 of this Chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign business corporation may domesticate into Mississippi as the same entity type if its formation jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-501(b), enacted by S.B. 2322 (2014), Section 26",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with the provisions of this article applicable to foreign entities a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic Mississippi business corporation may domesticate to a foreign jurisdiction as the same entity type if that jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-501(a), enacted by S.B. 2322 (2014), Section 26",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with this article, a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(a), amended by S.B. 2327 (2017), Section 4",
          "quote": "A charitable organization as defined in Section 79-11-501 may not convert under this Article 4.",
          "role": "scope_exclusion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        },
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(b), amended by S.B. 2327 (2017), Section 4",
          "quote": "By complying with this article, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation and the domestic entity has complied with Article 5 of this Chapter.",
          "role": "outbound_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        },
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(c), amended by S.B. 2327 (2017), Section 4",
          "quote": "By complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation and the foreign entity has first domesticated to this state under Article 5 of this Chapter.",
          "role": "inbound_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Eligible conversion sources are the § 79-37-102(12) entity types other than business corporation; charitable organizations may not convert.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-102(12), enacted by S.B. 2322 (2014), Section 2",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\": (A) Means: (i) A business corporation; (ii) A nonprofit corporation; (iii) A general partnership, including a limited liability partnership; (iv) A limited partnership, including a limited liability limited partnership; (v) A limited liability company; (vi) [Reserved]; (vii) [Reserved]; (viii) [Reserved]; (ix) A statutory trust, business trust, or common-law business trust; (x) An agricultural association, including an agricultural co-operative marketing association; or (xi) Any other person that has: (I) A legal existence separate from any interest holder of that person; or (II) The power to acquire an interest in real property in its own name; and (B) Does not include: (i) An individual; (ii) A trust with a predominantly donative purpose or a charitable trust; (iii) An association or relationship that is not an entity listed in subparagraph (A) and is not a partnership under the rules stated in Section 79-13-202(c) or a similar provision of the law of any other jurisdiction; (iv) A decedent's estate; or (v) A government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(a), amended by S.B. 2327 (2017), Section 4",
          "quote": "A charitable organization as defined in Section 79-11-501 may not convert under this Article 4.",
          "role": "scope_exclusion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        },
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(b), amended by S.B. 2327 (2017), Section 4",
          "quote": "By complying with this article, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation and the domestic entity has complied with Article 5 of this Chapter.",
          "role": "outbound_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        },
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(c), amended by S.B. 2327 (2017), Section 4",
          "quote": "By complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation and the foreign entity has first domesticated to this state under Article 5 of this Chapter.",
          "role": "inbound_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Eligible conversion targets are the § 79-37-102(12) entity types other than business corporation; charitable organizations may not convert.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-102(12), enacted by S.B. 2322 (2014), Section 2",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\": (A) Means: (i) A business corporation; (ii) A nonprofit corporation; (iii) A general partnership, including a limited liability partnership; (iv) A limited partnership, including a limited liability limited partnership; (v) A limited liability company; (vi) [Reserved]; (vii) [Reserved]; (viii) [Reserved]; (ix) A statutory trust, business trust, or common-law business trust; (x) An agricultural association, including an agricultural co-operative marketing association; or (xi) Any other person that has: (I) A legal existence separate from any interest holder of that person; or (II) The power to acquire an interest in real property in its own name; and (B) Does not include: (i) An individual; (ii) A trust with a predominantly donative purpose or a charitable trust; (iii) An association or relationship that is not an entity listed in subparagraph (A) and is not a partnership under the rules stated in Section 79-13-202(c) or a similar provision of the law of any other jurisdiction; (iv) A decedent's estate; or (v) A government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filing-fee authority is Miss. Code Ann. § 79-37-112(c)(5) and (7).",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-112(c)(5), (7), enacted by S.B. 2322 (2014), Section 12",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The Secretary of State shall collect the following fees when the documents described are delivered for filing:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Miss. Code Ann. § 79-37-505(a), amended by S.B. 2327 (2017), Section 7",
          "quote": "A statement of domestication must be signed by the domesticating entity and delivered to the Secretary of State for filing.",
          "role": "parallel_domestication_instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The filing instruments are a statement of conversion and a statement of domestication, each delivered to the Secretary of State for filing.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-405(a), amended by S.B. 2327 (2017), Section 5",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A statement of conversion must be signed on behalf of the converting entity and delivered to the Secretary of State for filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "For domestication, Mississippi requires the relevant foreign jurisdiction's law to authorize the transaction.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-501(a)-(b), enacted by S.B. 2322 (2014), Section 26",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with this article, a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Mississippi statute uses and defines the term “domestication.”",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-102(11), enacted by S.B. 2322 (2014), Section 2",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Domestication\" means a transaction authorized by Article 5 of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "For an inbound domestication, a certificate of good standing or existence from the formation jurisdiction must be issued less than 180 days before filing.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-505(b)(9), amended by S.B. 2327 (2017), Section 7",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "If the domesticated entity is a domestic entity, a certificate of good standing or certificate of existence from its jurisdiction of formation that is issued less than one hundred eighty (180) days before filing under this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Approval follows the entity's organic rules, then its merger rules. If neither supplies a rule for a noncorporate entity, all voting interest holders approve; added owner liability requires consent.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-403(a), with parallel domestication rule at § 79-37-503(a), enacted by S.B. 2322 (2014), Sections 22 and 28",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A plan of conversion is not effective unless it has been approved: (1) By a domestic converting entity: (A) In accordance with the requirements, if any, in its organic rules for approval of a conversion; (B) If its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of: (i) In the case of an entity that is not a business corporation, a merger, as if the conversion were a merger; (ii) In the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; or (C) By all of the interest holders of the entity entitled to vote on or consent to any matter if in the case of any entity that is not a business corporation, neither its organic law nor organic rules provide for approval of a conversion or a merger; and (2) In a record, by each interest holder of a domestic converting entity which will have interest holder liability for debts, obligations, and other liabilities that arise after the conversion becomes effective, unless, in the case of an entity that is not a business or nonprofit corporation: (A) The organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all the interest holders; and (B) The interest holder voted for or consented in a record to that provision of the organic rules or became an interest holder after the adoption of that provision.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "For domestication, the entity remains the same entity without interruption; property, liabilities, rights, and pending proceedings continue.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-506(a)(1)-(9), enacted by S.B. 2322 (2014), Section 31",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "When a domestication becomes effective: (1) The domesticated entity is: (A) Organized under and subject to the organic law of the domesticated entity; and (B) The same entity without interruption as the domesticating entity; (2) All property of the domesticating entity continues to be vested in the domesticated entity without transfer, reversion, or impairment; (3) All debts, obligations, and other liabilities of the domesticating entity continue as debts, obligations, and other liabilities of the domesticated entity; (4) Except as otherwise provided by law or the plan of domestication, all of the rights, privileges, immunities, powers, and purposes of the domesticating entity remain in the domesticated entity; (5) The name of the domesticated entity may be substituted for the name of the domesticating entity in any pending action or proceeding; (6) If the domesticated entity is a filing entity, its public organic record is effective; (7) If the domesticated entity is a limited liability partnership, its statement of qualification is effective simultaneously; (8) The private organic rules of the domesticated entity that are to be in a record, if any, approved as part of the plan of domestication are effective; and (9) The interests in the domesticating entity are converted to the extent and as approved in connection with the domestication, and the interest holders of the domesticating entity are entitled only to the rights provided to them under the plan of domestication and to any appraisal rights they have under Section 79-37-109 and the domesticating entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.llc.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(a), amended by S.B. 2327 (2017), Section 4",
          "quote": "A charitable organization as defined in Section 79-11-501 may not convert under this Article 4.",
          "role": "scope_exclusion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A foreign entity may convert into a Mississippi limited liability company of a different type only after Article 5 domestication and authorization under its formation law.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-401(c), amended by S.B. 2327 (2017), Section 4",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation and the foreign entity has first domesticated to this state under Article 5 of this Chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.llc.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(a), amended by S.B. 2327 (2017), Section 4",
          "quote": "A charitable organization as defined in Section 79-11-501 may not convert under this Article 4.",
          "role": "scope_exclusion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Mississippi limited liability company may convert to a different entity type; a foreign target also requires authorization under its formation law and prior Article 5 compliance.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-401(b), amended by S.B. 2327 (2017), Section 4",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with this article, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation and the domestic entity has complied with Article 5 of this Chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign limited liability company may domesticate into Mississippi as the same entity type if its formation jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-501(b), enacted by S.B. 2322 (2014), Section 26",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with the provisions of this article applicable to foreign entities a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic Mississippi limited liability company may domesticate to a foreign jurisdiction as the same entity type if that jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-501(a), enacted by S.B. 2322 (2014), Section 26",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with this article, a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(a), amended by S.B. 2327 (2017), Section 4",
          "quote": "A charitable organization as defined in Section 79-11-501 may not convert under this Article 4.",
          "role": "scope_exclusion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        },
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(b), amended by S.B. 2327 (2017), Section 4",
          "quote": "By complying with this article, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation and the domestic entity has complied with Article 5 of this Chapter.",
          "role": "outbound_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        },
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(c), amended by S.B. 2327 (2017), Section 4",
          "quote": "By complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation and the foreign entity has first domesticated to this state under Article 5 of this Chapter.",
          "role": "inbound_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Eligible conversion sources are the § 79-37-102(12) entity types other than limited liability company; charitable organizations may not convert.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-102(12), enacted by S.B. 2322 (2014), Section 2",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\": (A) Means: (i) A business corporation; (ii) A nonprofit corporation; (iii) A general partnership, including a limited liability partnership; (iv) A limited partnership, including a limited liability limited partnership; (v) A limited liability company; (vi) [Reserved]; (vii) [Reserved]; (viii) [Reserved]; (ix) A statutory trust, business trust, or common-law business trust; (x) An agricultural association, including an agricultural co-operative marketing association; or (xi) Any other person that has: (I) A legal existence separate from any interest holder of that person; or (II) The power to acquire an interest in real property in its own name; and (B) Does not include: (i) An individual; (ii) A trust with a predominantly donative purpose or a charitable trust; (iii) An association or relationship that is not an entity listed in subparagraph (A) and is not a partnership under the rules stated in Section 79-13-202(c) or a similar provision of the law of any other jurisdiction; (iv) A decedent's estate; or (v) A government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(a), amended by S.B. 2327 (2017), Section 4",
          "quote": "A charitable organization as defined in Section 79-11-501 may not convert under this Article 4.",
          "role": "scope_exclusion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        },
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(b), amended by S.B. 2327 (2017), Section 4",
          "quote": "By complying with this article, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation and the domestic entity has complied with Article 5 of this Chapter.",
          "role": "outbound_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        },
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(c), amended by S.B. 2327 (2017), Section 4",
          "quote": "By complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation and the foreign entity has first domesticated to this state under Article 5 of this Chapter.",
          "role": "inbound_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Eligible conversion targets are the § 79-37-102(12) entity types other than limited liability company; charitable organizations may not convert.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-102(12), enacted by S.B. 2322 (2014), Section 2",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\": (A) Means: (i) A business corporation; (ii) A nonprofit corporation; (iii) A general partnership, including a limited liability partnership; (iv) A limited partnership, including a limited liability limited partnership; (v) A limited liability company; (vi) [Reserved]; (vii) [Reserved]; (viii) [Reserved]; (ix) A statutory trust, business trust, or common-law business trust; (x) An agricultural association, including an agricultural co-operative marketing association; or (xi) Any other person that has: (I) A legal existence separate from any interest holder of that person; or (II) The power to acquire an interest in real property in its own name; and (B) Does not include: (i) An individual; (ii) A trust with a predominantly donative purpose or a charitable trust; (iii) An association or relationship that is not an entity listed in subparagraph (A) and is not a partnership under the rules stated in Section 79-13-202(c) or a similar provision of the law of any other jurisdiction; (iv) A decedent's estate; or (v) A government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filing-fee authority is Miss. Code Ann. § 79-37-112(c)(5) and (7).",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-112(c)(5), (7), enacted by S.B. 2322 (2014), Section 12",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The Secretary of State shall collect the following fees when the documents described are delivered for filing:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Miss. Code Ann. § 79-37-505(a), amended by S.B. 2327 (2017), Section 7",
          "quote": "A statement of domestication must be signed by the domesticating entity and delivered to the Secretary of State for filing.",
          "role": "parallel_domestication_instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The filing instruments are a statement of conversion and a statement of domestication, each delivered to the Secretary of State for filing.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-405(a), amended by S.B. 2327 (2017), Section 5",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A statement of conversion must be signed on behalf of the converting entity and delivered to the Secretary of State for filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "For domestication, Mississippi requires the relevant foreign jurisdiction's law to authorize the transaction.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-501(a)-(b), enacted by S.B. 2322 (2014), Section 26",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with this article, a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Mississippi statute uses and defines the term “domestication.”",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-102(11), enacted by S.B. 2322 (2014), Section 2",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Domestication\" means a transaction authorized by Article 5 of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "For an inbound domestication, a certificate of good standing or existence from the formation jurisdiction must be issued less than 180 days before filing.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-505(b)(9), amended by S.B. 2327 (2017), Section 7",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "If the domesticated entity is a domestic entity, a certificate of good standing or certificate of existence from its jurisdiction of formation that is issued less than one hundred eighty (180) days before filing under this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Approval follows the entity's organic rules, then its merger rules. If neither supplies a rule for a noncorporate entity, all voting interest holders approve; added owner liability requires consent.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-403(a), with parallel domestication rule at § 79-37-503(a), enacted by S.B. 2322 (2014), Sections 22 and 28",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A plan of conversion is not effective unless it has been approved: (1) By a domestic converting entity: (A) In accordance with the requirements, if any, in its organic rules for approval of a conversion; (B) If its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of: (i) In the case of an entity that is not a business corporation, a merger, as if the conversion were a merger; (ii) In the case of a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; or (C) By all of the interest holders of the entity entitled to vote on or consent to any matter if in the case of any entity that is not a business corporation, neither its organic law nor organic rules provide for approval of a conversion or a merger; and (2) In a record, by each interest holder of a domestic converting entity which will have interest holder liability for debts, obligations, and other liabilities that arise after the conversion becomes effective, unless, in the case of an entity that is not a business or nonprofit corporation: (A) The organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all the interest holders; and (B) The interest holder voted for or consented in a record to that provision of the organic rules or became an interest holder after the adoption of that provision.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "For domestication, the entity remains the same entity without interruption; property, liabilities, rights, and pending proceedings continue.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-506(a)(1)-(9), enacted by S.B. 2322 (2014), Section 31",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "When a domestication becomes effective: (1) The domesticated entity is: (A) Organized under and subject to the organic law of the domesticated entity; and (B) The same entity without interruption as the domesticating entity; (2) All property of the domesticating entity continues to be vested in the domesticated entity without transfer, reversion, or impairment; (3) All debts, obligations, and other liabilities of the domesticating entity continue as debts, obligations, and other liabilities of the domesticated entity; (4) Except as otherwise provided by law or the plan of domestication, all of the rights, privileges, immunities, powers, and purposes of the domesticating entity remain in the domesticated entity; (5) The name of the domesticated entity may be substituted for the name of the domesticating entity in any pending action or proceeding; (6) If the domesticated entity is a filing entity, its public organic record is effective; (7) If the domesticated entity is a limited liability partnership, its statement of qualification is effective simultaneously; (8) The private organic rules of the domesticated entity that are to be in a record, if any, approved as part of the plan of domestication are effective; and (9) The interests in the domesticating entity are converted to the extent and as approved in connection with the domestication, and the interest holders of the domesticating entity are entitled only to the rights provided to them under the plan of domestication and to any appraisal rights they have under Section 79-37-109 and the domesticating entity's organic law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(a), amended by S.B. 2327 (2017), Section 4",
          "quote": "A charitable organization as defined in Section 79-11-501 may not convert under this Article 4.",
          "role": "scope_exclusion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A foreign entity may convert into a Mississippi limited partnership of a different type only after Article 5 domestication and authorization under its formation law.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-401(c), amended by S.B. 2327 (2017), Section 4",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation and the foreign entity has first domesticated to this state under Article 5 of this Chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(a), amended by S.B. 2327 (2017), Section 4",
          "quote": "A charitable organization as defined in Section 79-11-501 may not convert under this Article 4.",
          "role": "scope_exclusion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Mississippi limited partnership may convert to a different entity type; a foreign target also requires authorization under its formation law and prior Article 5 compliance.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-401(b), amended by S.B. 2327 (2017), Section 4",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with this article, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation and the domestic entity has complied with Article 5 of this Chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign limited partnership may domesticate into Mississippi as the same entity type if its formation jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-501(b), enacted by S.B. 2322 (2014), Section 26",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with the provisions of this article applicable to foreign entities a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic Mississippi limited partnership may domesticate to a foreign jurisdiction as the same entity type if that jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-501(a), enacted by S.B. 2322 (2014), Section 26",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with this article, a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(a), amended by S.B. 2327 (2017), Section 4",
          "quote": "A charitable organization as defined in Section 79-11-501 may not convert under this Article 4.",
          "role": "scope_exclusion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        },
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(b), amended by S.B. 2327 (2017), Section 4",
          "quote": "By complying with this article, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation and the domestic entity has complied with Article 5 of this Chapter.",
          "role": "outbound_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        },
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(c), amended by S.B. 2327 (2017), Section 4",
          "quote": "By complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation and the foreign entity has first domesticated to this state under Article 5 of this Chapter.",
          "role": "inbound_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Eligible conversion sources are the § 79-37-102(12) entity types other than limited partnership; charitable organizations may not convert.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-102(12), enacted by S.B. 2322 (2014), Section 2",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\": (A) Means: (i) A business corporation; (ii) A nonprofit corporation; (iii) A general partnership, including a limited liability partnership; (iv) A limited partnership, including a limited liability limited partnership; (v) A limited liability company; (vi) [Reserved]; (vii) [Reserved]; (viii) [Reserved]; (ix) A statutory trust, business trust, or common-law business trust; (x) An agricultural association, including an agricultural co-operative marketing association; or (xi) Any other person that has: (I) A legal existence separate from any interest holder of that person; or (II) The power to acquire an interest in real property in its own name; and (B) Does not include: (i) An individual; (ii) A trust with a predominantly donative purpose or a charitable trust; (iii) An association or relationship that is not an entity listed in subparagraph (A) and is not a partnership under the rules stated in Section 79-13-202(c) or a similar provision of the law of any other jurisdiction; (iv) A decedent's estate; or (v) A government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(a), amended by S.B. 2327 (2017), Section 4",
          "quote": "A charitable organization as defined in Section 79-11-501 may not convert under this Article 4.",
          "role": "scope_exclusion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        },
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(b), amended by S.B. 2327 (2017), Section 4",
          "quote": "By complying with this article, a domestic entity may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation and the domestic entity has complied with Article 5 of this Chapter.",
          "role": "outbound_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        },
        {
          "pinpoint": "Miss. Code Ann. § 79-37-401(c), amended by S.B. 2327 (2017), Section 4",
          "quote": "By complying with the provisions of this article applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation and the foreign entity has first domesticated to this state under Article 5 of this Chapter.",
          "role": "inbound_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Eligible conversion targets are the § 79-37-102(12) entity types other than limited partnership; charitable organizations may not convert.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-102(12), enacted by S.B. 2322 (2014), Section 2",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\": (A) Means: (i) A business corporation; (ii) A nonprofit corporation; (iii) A general partnership, including a limited liability partnership; (iv) A limited partnership, including a limited liability limited partnership; (v) A limited liability company; (vi) [Reserved]; (vii) [Reserved]; (viii) [Reserved]; (ix) A statutory trust, business trust, or common-law business trust; (x) An agricultural association, including an agricultural co-operative marketing association; or (xi) Any other person that has: (I) A legal existence separate from any interest holder of that person; or (II) The power to acquire an interest in real property in its own name; and (B) Does not include: (i) An individual; (ii) A trust with a predominantly donative purpose or a charitable trust; (iii) An association or relationship that is not an entity listed in subparagraph (A) and is not a partnership under the rules stated in Section 79-13-202(c) or a similar provision of the law of any other jurisdiction; (iv) A decedent's estate; or (v) A government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filing-fee authority is Miss. Code Ann. § 79-37-112(c)(5) and (7).",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-112(c)(5), (7), enacted by S.B. 2322 (2014), Section 12",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The Secretary of State shall collect the following fees when the documents described are delivered for filing:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Miss. Code Ann. § 79-37-505(a), amended by S.B. 2327 (2017), Section 7",
          "quote": "A statement of domestication must be signed by the domesticating entity and delivered to the Secretary of State for filing.",
          "role": "parallel_domestication_instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
          "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
          "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The filing instruments are a statement of conversion and a statement of domestication, each delivered to the Secretary of State for filing.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-405(a), amended by S.B. 2327 (2017), Section 5",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A statement of conversion must be signed on behalf of the converting entity and delivered to the Secretary of State for filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "For domestication, Mississippi requires the relevant foreign jurisdiction's law to authorize the transaction.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-501(a)-(b), enacted by S.B. 2322 (2014), Section 26",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as otherwise provided in this section, by complying with this article, a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Mississippi statute uses and defines the term “domestication.”",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-102(11), enacted by S.B. 2322 (2014), Section 2",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Domestication\" means a transaction authorized by Article 5 of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea0f0b8e212017bc10622b0f69db9627eb67a8f7a1dbbfa98ae7c74cc01d861b",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MS.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "For an inbound domestication, a certificate of good standing or existence from the formation jurisdiction must be issued less than 180 days before filing.",
      "fetch_event_id": null,
      "pinpoint": "Miss. Code Ann. § 79-37-505(b)(9), amended by S.B. 2327 (2017), Section 7",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "If the domesticated entity is a domestic entity, a certificate of good standing or certificate of existence from its jurisdiction of formation that is issued less than one hundred eighty (180) days before filing under this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MS/snapshots/c50/MS/91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "91c4dd15e70da790333e5f589f9d2a5135b56f8269f2ea03647e2e5821b6bd9c",
      "source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-14-921",
          "quote": "35-14-921. Action on plan of domestication. In the case of a domestication of a domestic corporation into a foreign jurisdiction, the plan of domestication must be adopted in the following manner: (1) The plan of domestication must first be adopted by the board of directors. (2) (a) The plan of domestication must then be approved by the shareholders. In submitting the plan of domestication to the shareholders for approval, the board of directors shall recommend that the shareholders approve the plan unless: (i) the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make the recommendation; or (ii) 35-14-826 applies. (b) If either subsection (2)(a)(i) or (2)(a)(ii) applies, the board shall inform the shareholders of the basis for its determination. (3) The board of directors may set conditions for approval of the plan of domestication by the shareholders or for the effectiveness of the plan of domestication. (4) If the approval of the shareholders is to be given at a meeting, the corporation shall notify each shareholder, regardless of whether entitled to vote, of the meeting of shareholders at which the plan of domestication is to be submitted for approval. The notice must state that the purpose or one of the purposes of the meeting is to consider the plan of domestication and must contain or be accompanied by a copy or summary of the plan. The notice must include or be accompanied by a copy of the articles of incorporation and the bylaws as they will be in effect immediately after the domestication. (5) Unless the articles of incorporation or the board of directors acting pursuant to subsection (3) requires a greater vote or a lesser vote, approval of the plan of domestication requires the approval of a majority of the votes entitled to be cast on the plan and, except as provided in subsection (6), the approval of a majority of the votes entitled to be cast on the plan by any class or series of shares entitled to vote as a separate group on the plan. The articles of incorporation may not provide a lower quorum for a voting group than shares representing a majority of the votes entitled to be cast on the matter by the voting group or a lesser vote for a voting group than is provided for in 35-14-725(3). (6) The articles of incorporation may expressly limit or eliminate the separate voting rights in subsection (5) of any class or series of shares, except when the articles of incorporation of the foreign corporation resulting from the domestication include what would be in effect an amendment that would entitle the class or series to vote as a separate group under 35-14-1004 if it were a proposed amendment of the articles of incorporation of the domestic domesticating corporation. (7) If as a result of a domestication one or more shareholders of a domestic domesticating corporation would become subject to interest holder liability, approval of the plan of domestication must require the signing in connection with the domestication, by each affected shareholder, of a separate written consent to become subject to the interest holder liability unless, in the case of a shareholder that already has interest holder liability with respect to the domesticating corporation, the terms and conditions of the interest holder liability with respect to the domesticated corporation are substantially identical to those of the existing interest holder liability, other than changes that eliminate or reduce that interest holder liability.",
          "role": "domestication_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/d99e180cadbb22214e1264a9bfd7634a24e4ad7e19e394b2ed95ee9f99a72078.html",
          "source_sha256": "d99e180cadbb22214e1264a9bfd7634a24e4ad7e19e394b2ed95ee9f99a72078",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0210/0350-0140-0090-0210.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The board first adopts a conversion or domestication plan, then shareholders approve under the stated majority and voting-group rules; liability-bearing shareholders give separate consent.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-14-932",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "35-14-932. Action on plan of conversion. In the case of a conversion of a domestic corporation to a domestic or foreign eligible entity, the plan of conversion must be adopted in the following manner: (1) The plan of conversion must first be adopted by the board of directors. (2) (a) The plan of conversion must then be approved by the shareholders. In submitting the plan of conversion to the shareholders for their approval, the board of directors shall recommend that the shareholders approve the plan unless: (i) the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make the recommendation; or (ii) 35-14-826 applies. (b) If either subsection (2)(a)(i) or (2)(a)(ii) applies, the board of directors shall inform the shareholders of the basis for its determination. (3) The board of directors may set conditions for approval of the plan of conversion by the shareholders or for the effectiveness of the plan of conversion. (4) If the approval of the shareholders is to be given at a meeting, the corporation shall notify each shareholder, regardless of whether entitled to vote, of the meeting of shareholders at which the plan of conversion is to be submitted for approval. The notice must state that the purpose or one of the purposes of the meeting is to consider the plan of conversion and must contain or be accompanied by a copy or summary of the plan. The notice must include or be accompanied by a copy of the organic rules of the converted entity, which must be in writing as they will be in effect immediately after the conversion. (5) Unless the articles of incorporation or the board of directors acting pursuant to subsection (3) requires a greater vote or a lesser vote, approval of the plan of conversion requires the approval of a majority of the votes entitled to be cast on the plan and, if any class or series of shares is entitled to vote as a separate group on the plan, the approval of a majority of the votes entitled to be cast on the plan by that voting group. The articles of incorporation may not provide a lower quorum for a voting group than shares representing a majority of the votes entitled to be cast on the matter by the voting group or a lesser vote for a voting group than is provided for in 35-14-725(3). (6) If as a result of the conversion one or more shareholders of the converting domestic corporation would become subject to interest holder liability, approval of the plan of conversion must require the signing in connection with the transaction, by each affected shareholder, of a separate written consent to become subject to the interest holder liability.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/617d34416e415870e67d69a6dac759b70e254b134623fa46697c34d0e624e2d8.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "617d34416e415870e67d69a6dac759b70e254b134623fa46697c34d0e624e2d8",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0320/0350-0140-0090-0320.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-14-924(1)",
          "quote": "(1) When a domestication becomes effective: (a) all property owned by and every contract right possessed by the domesticating corporation are the property and contract rights of the domesticated corporation without transfer, reversion, or impairment; (b) all debts, obligations, and other liabilities of the domesticating corporation are the debts, obligations, and liabilities of the domesticated corporation; (c) the name of the domesticated corporation may be but need not be substituted for the name of the domesticating corporation in any pending proceeding; (d) the articles of incorporation and bylaws of the domesticated corporation become effective; (e) the shares of the domesticating corporation are reclassified into shares or other securities, obligations, rights to acquire shares or other securities, cash, or other property in accordance with the terms of the domestication, and the shareholders of the domesticating corporation are entitled only to the rights provided to them by those terms and to any appraisal rights they may have under the organic law of the domesticating corporation; and (f) the domesticated corporation is: (i) incorporated under and subject to the organic law of the domesticated corporation; (ii) the same corporation without interruption as the domesticating corporation; and (iii) considered to have been incorporated on the date the domesticating corporation was originally incorporated.",
          "role": "domestication_effect",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/c43dfd4e144d4fc8861f442263d4865a7027a969f61ba6eedf1986cef0612ae1.html",
          "source_sha256": "c43dfd4e144d4fc8861f442263d4865a7027a969f61ba6eedf1986cef0612ae1",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0240/0350-0140-0090-0240.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "On conversion or domestication, the same entity continues without interruption; its property, obligations, and pending proceedings carry through.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-14-935(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) When a conversion becomes effective: (a) all property owned by and every contract right possessed by the converting entity remain the property and contract rights of the converted entity without transfer, reversion, or impairment; (b) all debts, obligations, and other liabilities of the converting entity remain the debts, obligations, and other liabilities of the converted entity; (c) the name of the converted entity may be but need not be substituted for the name of the converting entity in any pending action or proceeding; (d) if the converted entity is a filing entity, a domestic business corporation, or a domestic or foreign nonprofit corporation, its public organic record and its private organic rules become effective; (e) if the converted entity is a nonfiling entity, its private organic rules become effective; (f) if the converted entity is a limited liability partnership, the filing required to become a limited liability partnership and its private organic rules become effective; (g) the shares or eligible interests of the converting entity are reclassified into shares, eligible interests or other securities, obligations, rights to acquire shares, eligible interests or other securities, cash, or other property in accordance with the terms of the conversion, and the shareholders or interest holders of the converting entity are entitled only to the rights provided to them by those terms and to any appraisal rights they may have under the organic law of the converting entity; and (h) the converted entity is: (i) incorporated or organized under and subject to the organic law of the converted entity; (ii) the same entity without interruption as the converting entity; and (iii) considered to have been incorporated or otherwise organized on the date that the converting entity was originally incorporated or organized.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/627aa7f9a30bf1eeb574e0103f37986726ed090421c5fab415f4c7b7d51826d1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "627aa7f9a30bf1eeb574e0103f37986726ed090421c5fab415f4c7b7d51826d1",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0350/0350-0140-0090-0350.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.corp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-14-932",
          "quote": "35-14-932. Action on plan of conversion. In the case of a conversion of a domestic corporation to a domestic or foreign eligible entity, the plan of conversion must be adopted in the following manner: (1) The plan of conversion must first be adopted by the board of directors. (2) (a) The plan of conversion must then be approved by the shareholders. In submitting the plan of conversion to the shareholders for their approval, the board of directors shall recommend that the shareholders approve the plan unless: (i) the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make the recommendation; or (ii) 35-14-826 applies. (b) If either subsection (2)(a)(i) or (2)(a)(ii) applies, the board of directors shall inform the shareholders of the basis for its determination. (3) The board of directors may set conditions for approval of the plan of conversion by the shareholders or for the effectiveness of the plan of conversion. (4) If the approval of the shareholders is to be given at a meeting, the corporation shall notify each shareholder, regardless of whether entitled to vote, of the meeting of shareholders at which the plan of conversion is to be submitted for approval. The notice must state that the purpose or one of the purposes of the meeting is to consider the plan of conversion and must contain or be accompanied by a copy or summary of the plan. The notice must include or be accompanied by a copy of the organic rules of the converted entity, which must be in writing as they will be in effect immediately after the conversion. (5) Unless the articles of incorporation or the board of directors acting pursuant to subsection (3) requires a greater vote or a lesser vote, approval of the plan of conversion requires the approval of a majority of the votes entitled to be cast on the plan and, if any class or series of shares is entitled to vote as a separate group on the plan, the approval of a majority of the votes entitled to be cast on the plan by that voting group. The articles of incorporation may not provide a lower quorum for a voting group than shares representing a majority of the votes entitled to be cast on the matter by the voting group or a lesser vote for a voting group than is provided for in 35-14-725(3). (6) If as a result of the conversion one or more shareholders of the converting domestic corporation would become subject to interest holder liability, approval of the plan of conversion must require the signing in connection with the transaction, by each affected shareholder, of a separate written consent to become subject to the interest holder liability.",
          "role": "conversion_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/617d34416e415870e67d69a6dac759b70e254b134623fa46697c34d0e624e2d8.html",
          "source_sha256": "617d34416e415870e67d69a6dac759b70e254b134623fa46697c34d0e624e2d8",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0320/0350-0140-0090-0320.html"
        },
        {
          "pinpoint": "MCA 35-14-933",
          "quote": "35-14-933. Articles of conversion -- effectiveness. (1) After: (a) a plan of conversion of a domestic corporation has been adopted and approved as required by this chapter; or (b) a domestic or foreign eligible entity that is the converting entity has approved a conversion as required under its organic law, articles of conversion must be signed by the converting entity and must: (i) state the name, jurisdiction of formation, and type of entity of the converting entity; (ii) state the name, jurisdiction of formation, and type of entity of the converted entity; (iii) if the converting entity is: (A) a domestic corporation, state that the plan of conversion was approved in accordance with 35-14-930 through 35-14-935; or (B) (I) an eligible entity, state that the conversion was approved by the eligible entity in accordance with its organic law; or (II) a domestic eligible entity the organic law of which does not provide for approval of the conversion, state that the conversion was approved by the domestic eligible entity in accordance with 35-14-930 through 35-14-935; and (iv) if the converted entity is: (A) a domestic business corporation or a domestic nonprofit corporation or filing entity, have attached the public organic record of the converted entity, except that provisions that would not be required to be included in a restated public organic record may be omitted; or (B) a domestic limited liability partnership, have attached the filing required to become a limited liability partnership. (2) If the converted entity is a domestic corporation, its articles of incorporation must satisfy the requirements of 35-14-202, except that provisions that would not be required to be included in restated articles of incorporation may be omitted from the articles of incorporation. If the converted entity is a domestic eligible entity, its public organic record, if any, must satisfy the requirements of the organic law of this state, except that the public organic record does not need to be signed. (3) The articles of conversion must be delivered to the secretary of state for filing and take effect on the effective date determined in accordance with 35-14-123. (4) If a converted entity is a domestic entity, the conversion becomes effective when the articles of conversion are effective. With respect to a conversion in which the converted entity is a foreign eligible entity, the conversion itself becomes effective on the later of: (a) the date and time provided by the organic law of that eligible entity; or (b) the date the articles of conversion become effective. (5) Articles of conversion under this section may be combined with any required conversion filing under the organic law of a domestic eligible entity that is the converting entity or converted entity if the combined filing satisfies the requirements of both the other organic law and this section. (6) If the converting entity is a foreign eligible entity that is registered to do business in this state under a provision of law similar to part 15 of this chapter, its registration statement or other type of foreign qualification is canceled automatically on the effective date of its conversion.",
          "role": "conversion_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/ed469d944c7d17e6f73fca84cf9d60db970f143057df6d6eb82e730cff7cf927.html",
          "source_sha256": "ed469d944c7d17e6f73fca84cf9d60db970f143057df6d6eb82e730cff7cf927",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0330/0350-0140-0090-0330.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic or foreign eligible entity may convert to a Montana business corporation subject to its organic-law authorization and the part 9 filing rules.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-14-930(2)-(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "35-14-930. Conversion. (1) By complying with 35-14-930 through 35-14-935, a domestic corporation may become: (a) a domestic eligible entity; or (b) a foreign eligible entity if the conversion is permitted by the organic law of the foreign entity. (2) By complying with 35-14-930 through 35-14-935 and applicable provisions of its organic law, a domestic eligible entity may become a domestic corporation. If procedures for the approval of a conversion are not provided by the organic law or organic rules of a domestic eligible entity, the conversion must be adopted and approved in the same manner as a merger of that eligible entity. If the organic law or organic rules of a domestic eligible entity do not provide procedures for the approval of either a conversion or a merger, a plan of conversion may nonetheless be adopted and approved by the unanimous consent of all the interest holders of the domestic eligible entity. In either case, the conversion may then be effected as otherwise provided in 35-14-930 through 35-14-935. For purposes of applying 35-14-930 through 35-14-935: (a) the eligible entity and its members or interest holders, eligible interests, and organic rules taken together are considered a domestic business corporation and its shareholders, shares, and articles of incorporation, respectively and vice versa, as the context may require; and (b) if the business and affairs of the eligible entity are managed by a person or persons that are not identical to the members or interest holders, the person or persons are considered the board of directors. (3) By complying with the provisions of 35-14-930 through 35-14-935 applicable to foreign entities, a foreign eligible entity may become a domestic corporation if the organic law of the foreign eligible entity permits it to become a business corporation in another jurisdiction. (4) If a protected agreement of a domestic converting corporation in effect immediately before the conversion becomes effective contains a provision applying to a merger of the corporation that is a converting entity and the agreement does not refer to a conversion of the corporation, the provision applies to a conversion of the corporation as if the conversion were a merger until the first time the provision is amended after the enactment date.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/3c348ed20478f8f2e9cdd1f4a1eeb0b0caf90476a31dee91a8fcbbed9b910393.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3c348ed20478f8f2e9cdd1f4a1eeb0b0caf90476a31dee91a8fcbbed9b910393",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0300/0350-0140-0090-0300.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-14-931",
          "quote": "35-14-931. Plan of conversion. (1) A domestic corporation may convert to a domestic or foreign eligible entity under 35-14-930 through 35-14-935 by approving a plan of conversion. The plan of conversion must include: (a) the name of the converting corporation; (b) the name, jurisdiction of formation, and type of entity of the converted entity; (c) the manner and basis of converting the shares of the domestic corporation into eligible interests or other securities, obligations, rights to acquire eligible interests or other securities, cash, other property, or any combination; (d) the other terms and conditions of the conversion; and (e) the full text that will be in effect immediately after the conversion becomes effective of the organic rules of the converted entity, which must be in writing. (2) In addition to the requirements of subsection (1), a plan of conversion may contain any other provision not prohibited by law. (3) The terms of a plan of conversion may be made dependent on facts objectively ascertainable outside the plan in accordance with 35-14-120(11).",
          "role": "conversion_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/6d4590ebc79ceb9e1f90c6fa69def95c7ed91334fe285ed433347a4b327e14a0.html",
          "source_sha256": "6d4590ebc79ceb9e1f90c6fa69def95c7ed91334fe285ed433347a4b327e14a0",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0310/0350-0140-0090-0310.html"
        },
        {
          "pinpoint": "MCA 35-14-932",
          "quote": "35-14-932. Action on plan of conversion. In the case of a conversion of a domestic corporation to a domestic or foreign eligible entity, the plan of conversion must be adopted in the following manner: (1) The plan of conversion must first be adopted by the board of directors. (2) (a) The plan of conversion must then be approved by the shareholders. In submitting the plan of conversion to the shareholders for their approval, the board of directors shall recommend that the shareholders approve the plan unless: (i) the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make the recommendation; or (ii) 35-14-826 applies. (b) If either subsection (2)(a)(i) or (2)(a)(ii) applies, the board of directors shall inform the shareholders of the basis for its determination. (3) The board of directors may set conditions for approval of the plan of conversion by the shareholders or for the effectiveness of the plan of conversion. (4) If the approval of the shareholders is to be given at a meeting, the corporation shall notify each shareholder, regardless of whether entitled to vote, of the meeting of shareholders at which the plan of conversion is to be submitted for approval. The notice must state that the purpose or one of the purposes of the meeting is to consider the plan of conversion and must contain or be accompanied by a copy or summary of the plan. The notice must include or be accompanied by a copy of the organic rules of the converted entity, which must be in writing as they will be in effect immediately after the conversion. (5) Unless the articles of incorporation or the board of directors acting pursuant to subsection (3) requires a greater vote or a lesser vote, approval of the plan of conversion requires the approval of a majority of the votes entitled to be cast on the plan and, if any class or series of shares is entitled to vote as a separate group on the plan, the approval of a majority of the votes entitled to be cast on the plan by that voting group. The articles of incorporation may not provide a lower quorum for a voting group than shares representing a majority of the votes entitled to be cast on the matter by the voting group or a lesser vote for a voting group than is provided for in 35-14-725(3). (6) If as a result of the conversion one or more shareholders of the converting domestic corporation would become subject to interest holder liability, approval of the plan of conversion must require the signing in connection with the transaction, by each affected shareholder, of a separate written consent to become subject to the interest holder liability.",
          "role": "conversion_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/617d34416e415870e67d69a6dac759b70e254b134623fa46697c34d0e624e2d8.html",
          "source_sha256": "617d34416e415870e67d69a6dac759b70e254b134623fa46697c34d0e624e2d8",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0320/0350-0140-0090-0320.html"
        },
        {
          "pinpoint": "MCA 35-14-933",
          "quote": "35-14-933. Articles of conversion -- effectiveness. (1) After: (a) a plan of conversion of a domestic corporation has been adopted and approved as required by this chapter; or (b) a domestic or foreign eligible entity that is the converting entity has approved a conversion as required under its organic law, articles of conversion must be signed by the converting entity and must: (i) state the name, jurisdiction of formation, and type of entity of the converting entity; (ii) state the name, jurisdiction of formation, and type of entity of the converted entity; (iii) if the converting entity is: (A) a domestic corporation, state that the plan of conversion was approved in accordance with 35-14-930 through 35-14-935; or (B) (I) an eligible entity, state that the conversion was approved by the eligible entity in accordance with its organic law; or (II) a domestic eligible entity the organic law of which does not provide for approval of the conversion, state that the conversion was approved by the domestic eligible entity in accordance with 35-14-930 through 35-14-935; and (iv) if the converted entity is: (A) a domestic business corporation or a domestic nonprofit corporation or filing entity, have attached the public organic record of the converted entity, except that provisions that would not be required to be included in a restated public organic record may be omitted; or (B) a domestic limited liability partnership, have attached the filing required to become a limited liability partnership. (2) If the converted entity is a domestic corporation, its articles of incorporation must satisfy the requirements of 35-14-202, except that provisions that would not be required to be included in restated articles of incorporation may be omitted from the articles of incorporation. If the converted entity is a domestic eligible entity, its public organic record, if any, must satisfy the requirements of the organic law of this state, except that the public organic record does not need to be signed. (3) The articles of conversion must be delivered to the secretary of state for filing and take effect on the effective date determined in accordance with 35-14-123. (4) If a converted entity is a domestic entity, the conversion becomes effective when the articles of conversion are effective. With respect to a conversion in which the converted entity is a foreign eligible entity, the conversion itself becomes effective on the later of: (a) the date and time provided by the organic law of that eligible entity; or (b) the date the articles of conversion become effective. (5) Articles of conversion under this section may be combined with any required conversion filing under the organic law of a domestic eligible entity that is the converting entity or converted entity if the combined filing satisfies the requirements of both the other organic law and this section. (6) If the converting entity is a foreign eligible entity that is registered to do business in this state under a provision of law similar to part 15 of this chapter, its registration statement or other type of foreign qualification is canceled automatically on the effective date of its conversion.",
          "role": "conversion_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/ed469d944c7d17e6f73fca84cf9d60db970f143057df6d6eb82e730cff7cf927.html",
          "source_sha256": "ed469d944c7d17e6f73fca84cf9d60db970f143057df6d6eb82e730cff7cf927",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0330/0350-0140-0090-0330.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Montana business corporation may convert to a domestic eligible entity or, if its organic law permits, a foreign eligible entity.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-14-930(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "35-14-930. Conversion. (1) By complying with 35-14-930 through 35-14-935, a domestic corporation may become: (a) a domestic eligible entity; or (b) a foreign eligible entity if the conversion is permitted by the organic law of the foreign entity. (2) By complying with 35-14-930 through 35-14-935 and applicable provisions of its organic law, a domestic eligible entity may become a domestic corporation. If procedures for the approval of a conversion are not provided by the organic law or organic rules of a domestic eligible entity, the conversion must be adopted and approved in the same manner as a merger of that eligible entity. If the organic law or organic rules of a domestic eligible entity do not provide procedures for the approval of either a conversion or a merger, a plan of conversion may nonetheless be adopted and approved by the unanimous consent of all the interest holders of the domestic eligible entity. In either case, the conversion may then be effected as otherwise provided in 35-14-930 through 35-14-935. For purposes of applying 35-14-930 through 35-14-935: (a) the eligible entity and its members or interest holders, eligible interests, and organic rules taken together are considered a domestic business corporation and its shareholders, shares, and articles of incorporation, respectively and vice versa, as the context may require; and (b) if the business and affairs of the eligible entity are managed by a person or persons that are not identical to the members or interest holders, the person or persons are considered the board of directors. (3) By complying with the provisions of 35-14-930 through 35-14-935 applicable to foreign entities, a foreign eligible entity may become a domestic corporation if the organic law of the foreign eligible entity permits it to become a business corporation in another jurisdiction. (4) If a protected agreement of a domestic converting corporation in effect immediately before the conversion becomes effective contains a provision applying to a merger of the corporation that is a converting entity and the agreement does not refer to a conversion of the corporation, the provision applies to a conversion of the corporation as if the conversion were a merger until the first time the provision is amended after the enactment date.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/3c348ed20478f8f2e9cdd1f4a1eeb0b0caf90476a31dee91a8fcbbed9b910393.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3c348ed20478f8f2e9cdd1f4a1eeb0b0caf90476a31dee91a8fcbbed9b910393",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0300/0350-0140-0090-0300.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-14-921",
          "quote": "35-14-921. Action on plan of domestication. In the case of a domestication of a domestic corporation into a foreign jurisdiction, the plan of domestication must be adopted in the following manner: (1) The plan of domestication must first be adopted by the board of directors. (2) (a) The plan of domestication must then be approved by the shareholders. In submitting the plan of domestication to the shareholders for approval, the board of directors shall recommend that the shareholders approve the plan unless: (i) the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make the recommendation; or (ii) 35-14-826 applies. (b) If either subsection (2)(a)(i) or (2)(a)(ii) applies, the board shall inform the shareholders of the basis for its determination. (3) The board of directors may set conditions for approval of the plan of domestication by the shareholders or for the effectiveness of the plan of domestication. (4) If the approval of the shareholders is to be given at a meeting, the corporation shall notify each shareholder, regardless of whether entitled to vote, of the meeting of shareholders at which the plan of domestication is to be submitted for approval. The notice must state that the purpose or one of the purposes of the meeting is to consider the plan of domestication and must contain or be accompanied by a copy or summary of the plan. The notice must include or be accompanied by a copy of the articles of incorporation and the bylaws as they will be in effect immediately after the domestication. (5) Unless the articles of incorporation or the board of directors acting pursuant to subsection (3) requires a greater vote or a lesser vote, approval of the plan of domestication requires the approval of a majority of the votes entitled to be cast on the plan and, except as provided in subsection (6), the approval of a majority of the votes entitled to be cast on the plan by any class or series of shares entitled to vote as a separate group on the plan. The articles of incorporation may not provide a lower quorum for a voting group than shares representing a majority of the votes entitled to be cast on the matter by the voting group or a lesser vote for a voting group than is provided for in 35-14-725(3). (6) The articles of incorporation may expressly limit or eliminate the separate voting rights in subsection (5) of any class or series of shares, except when the articles of incorporation of the foreign corporation resulting from the domestication include what would be in effect an amendment that would entitle the class or series to vote as a separate group under 35-14-1004 if it were a proposed amendment of the articles of incorporation of the domestic domesticating corporation. (7) If as a result of a domestication one or more shareholders of a domestic domesticating corporation would become subject to interest holder liability, approval of the plan of domestication must require the signing in connection with the domestication, by each affected shareholder, of a separate written consent to become subject to the interest holder liability unless, in the case of a shareholder that already has interest holder liability with respect to the domesticating corporation, the terms and conditions of the interest holder liability with respect to the domesticated corporation are substantially identical to those of the existing interest holder liability, other than changes that eliminate or reduce that interest holder liability.",
          "role": "domestication_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/d99e180cadbb22214e1264a9bfd7634a24e4ad7e19e394b2ed95ee9f99a72078.html",
          "source_sha256": "d99e180cadbb22214e1264a9bfd7634a24e4ad7e19e394b2ed95ee9f99a72078",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0210/0350-0140-0090-0210.html"
        },
        {
          "pinpoint": "MCA 35-14-922",
          "quote": "35-14-922. Articles of domestication -- effectiveness. (1) After: (a) a plan of domestication of a domestic corporation has been adopted and approved as required by this chapter; or (b) a foreign corporation that is a domesticating corporation has approved a domestication as required under its organic law, articles of domestication must be signed by the domesticating corporation. The articles must set forth: (i) the name of the domesticating corporation and its jurisdiction of formation; (ii) the name of the domesticated corporation and its jurisdiction of formation; and (iii) if the domesticating corporation is: (A) a domestic corporation, a statement that the plan of domestication was approved in accordance with this part; or (B) a foreign corporation, a statement that the domestication was approved in accordance with its organic law. (2) If the domesticated corporation is a domestic corporation, the articles of domestication must have attached articles of incorporation of the domesticated corporation that satisfy the requirements of 35-14-202. Provisions that would not be required to be included in restated articles of incorporation may be omitted from the articles of incorporation attached to the articles of domestication. (3) The articles of domestication must be delivered to the secretary of state for filing and take effect on the effective date determined in accordance with 35-14-123. (4) If the domesticated corporation is a domestic corporation, the domestication becomes effective on the date the articles of domestication are effective. If the domesticated corporation is a foreign corporation, the domestication becomes effective on the later of: (a) the date and time provided by the organic law of the domesticated corporation; or (b) the date the articles of domestication are effective. (5) If the domesticating corporation is a foreign corporation that is registered to do business in this state under part 15 of this chapter, its registration statement is canceled automatically when the domestication becomes effective.",
          "role": "domestication_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/bc8fbdc3b4df39ad2d22624a16676941dd059e3765a4805de6ed1790c492cdf8.html",
          "source_sha256": "bc8fbdc3b4df39ad2d22624a16676941dd059e3765a4805de6ed1790c492cdf8",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0220/0350-0140-0090-0220.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign business corporation may become a Montana corporation if the foreign corporation's organic law permits and the statutory approval and filing rules are met.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-14-920",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) By complying with the provisions of 35-14-920 through 35-14-924 applicable to foreign corporations, a foreign corporation may become a domestic corporation if the domestication is permitted by the organic law of the foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/dc97f532b21414bdc7dc940233f78907d9132b1552fd3545b47c6566c4f26c38.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dc97f532b21414bdc7dc940233f78907d9132b1552fd3545b47c6566c4f26c38",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0200/0350-0140-0090-0200.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-14-921",
          "quote": "35-14-921. Action on plan of domestication. In the case of a domestication of a domestic corporation into a foreign jurisdiction, the plan of domestication must be adopted in the following manner: (1) The plan of domestication must first be adopted by the board of directors. (2) (a) The plan of domestication must then be approved by the shareholders. In submitting the plan of domestication to the shareholders for approval, the board of directors shall recommend that the shareholders approve the plan unless: (i) the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make the recommendation; or (ii) 35-14-826 applies. (b) If either subsection (2)(a)(i) or (2)(a)(ii) applies, the board shall inform the shareholders of the basis for its determination. (3) The board of directors may set conditions for approval of the plan of domestication by the shareholders or for the effectiveness of the plan of domestication. (4) If the approval of the shareholders is to be given at a meeting, the corporation shall notify each shareholder, regardless of whether entitled to vote, of the meeting of shareholders at which the plan of domestication is to be submitted for approval. The notice must state that the purpose or one of the purposes of the meeting is to consider the plan of domestication and must contain or be accompanied by a copy or summary of the plan. The notice must include or be accompanied by a copy of the articles of incorporation and the bylaws as they will be in effect immediately after the domestication. (5) Unless the articles of incorporation or the board of directors acting pursuant to subsection (3) requires a greater vote or a lesser vote, approval of the plan of domestication requires the approval of a majority of the votes entitled to be cast on the plan and, except as provided in subsection (6), the approval of a majority of the votes entitled to be cast on the plan by any class or series of shares entitled to vote as a separate group on the plan. The articles of incorporation may not provide a lower quorum for a voting group than shares representing a majority of the votes entitled to be cast on the matter by the voting group or a lesser vote for a voting group than is provided for in 35-14-725(3). (6) The articles of incorporation may expressly limit or eliminate the separate voting rights in subsection (5) of any class or series of shares, except when the articles of incorporation of the foreign corporation resulting from the domestication include what would be in effect an amendment that would entitle the class or series to vote as a separate group under 35-14-1004 if it were a proposed amendment of the articles of incorporation of the domestic domesticating corporation. (7) If as a result of a domestication one or more shareholders of a domestic domesticating corporation would become subject to interest holder liability, approval of the plan of domestication must require the signing in connection with the domestication, by each affected shareholder, of a separate written consent to become subject to the interest holder liability unless, in the case of a shareholder that already has interest holder liability with respect to the domesticating corporation, the terms and conditions of the interest holder liability with respect to the domesticated corporation are substantially identical to those of the existing interest holder liability, other than changes that eliminate or reduce that interest holder liability.",
          "role": "domestication_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/d99e180cadbb22214e1264a9bfd7634a24e4ad7e19e394b2ed95ee9f99a72078.html",
          "source_sha256": "d99e180cadbb22214e1264a9bfd7634a24e4ad7e19e394b2ed95ee9f99a72078",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0210/0350-0140-0090-0210.html"
        },
        {
          "pinpoint": "MCA 35-14-922",
          "quote": "35-14-922. Articles of domestication -- effectiveness. (1) After: (a) a plan of domestication of a domestic corporation has been adopted and approved as required by this chapter; or (b) a foreign corporation that is a domesticating corporation has approved a domestication as required under its organic law, articles of domestication must be signed by the domesticating corporation. The articles must set forth: (i) the name of the domesticating corporation and its jurisdiction of formation; (ii) the name of the domesticated corporation and its jurisdiction of formation; and (iii) if the domesticating corporation is: (A) a domestic corporation, a statement that the plan of domestication was approved in accordance with this part; or (B) a foreign corporation, a statement that the domestication was approved in accordance with its organic law. (2) If the domesticated corporation is a domestic corporation, the articles of domestication must have attached articles of incorporation of the domesticated corporation that satisfy the requirements of 35-14-202. Provisions that would not be required to be included in restated articles of incorporation may be omitted from the articles of incorporation attached to the articles of domestication. (3) The articles of domestication must be delivered to the secretary of state for filing and take effect on the effective date determined in accordance with 35-14-123. (4) If the domesticated corporation is a domestic corporation, the domestication becomes effective on the date the articles of domestication are effective. If the domesticated corporation is a foreign corporation, the domestication becomes effective on the later of: (a) the date and time provided by the organic law of the domesticated corporation; or (b) the date the articles of domestication are effective. (5) If the domesticating corporation is a foreign corporation that is registered to do business in this state under part 15 of this chapter, its registration statement is canceled automatically when the domestication becomes effective.",
          "role": "domestication_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/bc8fbdc3b4df39ad2d22624a16676941dd059e3765a4805de6ed1790c492cdf8.html",
          "source_sha256": "bc8fbdc3b4df39ad2d22624a16676941dd059e3765a4805de6ed1790c492cdf8",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0220/0350-0140-0090-0220.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Montana business corporation may become a foreign corporation if the foreign corporation's organic law permits and the statutory approval and filing rules are met.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-14-920",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) By complying with the provisions of 35-14-920 through 35-14-924, a domestic corporation may become a foreign corporation pursuant to a plan of domestication if the domestication is permitted by the organic law of the foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/dc97f532b21414bdc7dc940233f78907d9132b1552fd3545b47c6566c4f26c38.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dc97f532b21414bdc7dc940233f78907d9132b1552fd3545b47c6566c4f26c38",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0200/0350-0140-0090-0200.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-14-930",
          "quote": "35-14-930. Conversion. (1) By complying with 35-14-930 through 35-14-935, a domestic corporation may become: (a) a domestic eligible entity; or (b) a foreign eligible entity if the conversion is permitted by the organic law of the foreign entity. (2) By complying with 35-14-930 through 35-14-935 and applicable provisions of its organic law, a domestic eligible entity may become a domestic corporation. If procedures for the approval of a conversion are not provided by the organic law or organic rules of a domestic eligible entity, the conversion must be adopted and approved in the same manner as a merger of that eligible entity. If the organic law or organic rules of a domestic eligible entity do not provide procedures for the approval of either a conversion or a merger, a plan of conversion may nonetheless be adopted and approved by the unanimous consent of all the interest holders of the domestic eligible entity. In either case, the conversion may then be effected as otherwise provided in 35-14-930 through 35-14-935. For purposes of applying 35-14-930 through 35-14-935: (a) the eligible entity and its members or interest holders, eligible interests, and organic rules taken together are considered a domestic business corporation and its shareholders, shares, and articles of incorporation, respectively and vice versa, as the context may require; and (b) if the business and affairs of the eligible entity are managed by a person or persons that are not identical to the members or interest holders, the person or persons are considered the board of directors. (3) By complying with the provisions of 35-14-930 through 35-14-935 applicable to foreign entities, a foreign eligible entity may become a domestic corporation if the organic law of the foreign eligible entity permits it to become a business corporation in another jurisdiction. (4) If a protected agreement of a domestic converting corporation in effect immediately before the conversion becomes effective contains a provision applying to a merger of the corporation that is a converting entity and the agreement does not refer to a conversion of the corporation, the provision applies to a conversion of the corporation as if the conversion were a merger until the first time the provision is amended after the enactment date.",
          "role": "operative_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/3c348ed20478f8f2e9cdd1f4a1eeb0b0caf90476a31dee91a8fcbbed9b910393.html",
          "source_sha256": "3c348ed20478f8f2e9cdd1f4a1eeb0b0caf90476a31dee91a8fcbbed9b910393",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0300/0350-0140-0090-0300.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The corporation conversion provisions use “eligible entity,” defined as a domestic or foreign unincorporated entity or nonprofit corporation, for conversions into a corporation.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-14-140(14)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(14) \"Eligible entity\" means a domestic or foreign unincorporated entity or a domestic or foreign nonprofit corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/d9929b4312646382e7e46fd98879c5392488a02bfc42560d9d45e2689d8ba022.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d9929b4312646382e7e46fd98879c5392488a02bfc42560d9d45e2689d8ba022",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0010/section_0400/0350-0140-0010-0400.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-14-930",
          "quote": "35-14-930. Conversion. (1) By complying with 35-14-930 through 35-14-935, a domestic corporation may become: (a) a domestic eligible entity; or (b) a foreign eligible entity if the conversion is permitted by the organic law of the foreign entity. (2) By complying with 35-14-930 through 35-14-935 and applicable provisions of its organic law, a domestic eligible entity may become a domestic corporation. If procedures for the approval of a conversion are not provided by the organic law or organic rules of a domestic eligible entity, the conversion must be adopted and approved in the same manner as a merger of that eligible entity. If the organic law or organic rules of a domestic eligible entity do not provide procedures for the approval of either a conversion or a merger, a plan of conversion may nonetheless be adopted and approved by the unanimous consent of all the interest holders of the domestic eligible entity. In either case, the conversion may then be effected as otherwise provided in 35-14-930 through 35-14-935. For purposes of applying 35-14-930 through 35-14-935: (a) the eligible entity and its members or interest holders, eligible interests, and organic rules taken together are considered a domestic business corporation and its shareholders, shares, and articles of incorporation, respectively and vice versa, as the context may require; and (b) if the business and affairs of the eligible entity are managed by a person or persons that are not identical to the members or interest holders, the person or persons are considered the board of directors. (3) By complying with the provisions of 35-14-930 through 35-14-935 applicable to foreign entities, a foreign eligible entity may become a domestic corporation if the organic law of the foreign eligible entity permits it to become a business corporation in another jurisdiction. (4) If a protected agreement of a domestic converting corporation in effect immediately before the conversion becomes effective contains a provision applying to a merger of the corporation that is a converting entity and the agreement does not refer to a conversion of the corporation, the provision applies to a conversion of the corporation as if the conversion were a merger until the first time the provision is amended after the enactment date.",
          "role": "operative_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/3c348ed20478f8f2e9cdd1f4a1eeb0b0caf90476a31dee91a8fcbbed9b910393.html",
          "source_sha256": "3c348ed20478f8f2e9cdd1f4a1eeb0b0caf90476a31dee91a8fcbbed9b910393",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0300/0350-0140-0090-0300.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The corporation conversion provisions use “eligible entity,” defined as a domestic or foreign unincorporated entity or nonprofit corporation, for conversions from a corporation.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-14-140(14)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(14) \"Eligible entity\" means a domestic or foreign unincorporated entity or a domestic or foreign nonprofit corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/d9929b4312646382e7e46fd98879c5392488a02bfc42560d9d45e2689d8ba022.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d9929b4312646382e7e46fd98879c5392488a02bfc42560d9d45e2689d8ba022",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0010/section_0400/0350-0140-0010-0400.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.corp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "Montana SOS Business Services Filing Fees, entity formation and registration rows",
          "quote": "Articles Of Incorporation",
          "role": "official_fee_schedule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/mt-sos-business-fees.html",
          "source_sha256": "604bbd44bb42d17b4ba2981146d184e9892a370259b602351a9e0ee6f731c55e",
          "source_url": "https://sosmt.gov/business/fees/"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The articles-of-conversion section attaches the converted entity's public organic record; the official SOS schedule supplies the corresponding destination filing row.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-14-933(1)-(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "35-14-933. Articles of conversion -- effectiveness. (1) After: (a) a plan of conversion of a domestic corporation has been adopted and approved as required by this chapter; or (b) a domestic or foreign eligible entity that is the converting entity has approved a conversion as required under its organic law, articles of conversion must be signed by the converting entity and must: (i) state the name, jurisdiction of formation, and type of entity of the converting entity; (ii) state the name, jurisdiction of formation, and type of entity of the converted entity; (iii) if the converting entity is: (A) a domestic corporation, state that the plan of conversion was approved in accordance with 35-14-930 through 35-14-935; or (B) (I) an eligible entity, state that the conversion was approved by the eligible entity in accordance with its organic law; or (II) a domestic eligible entity the organic law of which does not provide for approval of the conversion, state that the conversion was approved by the domestic eligible entity in accordance with 35-14-930 through 35-14-935; and (iv) if the converted entity is: (A) a domestic business corporation or a domestic nonprofit corporation or filing entity, have attached the public organic record of the converted entity, except that provisions that would not be required to be included in a restated public organic record may be omitted; or (B) a domestic limited liability partnership, have attached the filing required to become a limited liability partnership. (2) If the converted entity is a domestic corporation, its articles of incorporation must satisfy the requirements of 35-14-202, except that provisions that would not be required to be included in restated articles of incorporation may be omitted from the articles of incorporation. If the converted entity is a domestic eligible entity, its public organic record, if any, must satisfy the requirements of the organic law of this state, except that the public organic record does not need to be signed. (3) The articles of conversion must be delivered to the secretary of state for filing and take effect on the effective date determined in accordance with 35-14-123. (4) If a converted entity is a domestic entity, the conversion becomes effective when the articles of conversion are effective. With respect to a conversion in which the converted entity is a foreign eligible entity, the conversion itself becomes effective on the later of: (a) the date and time provided by the organic law of that eligible entity; or (b) the date the articles of conversion become effective. (5) Articles of conversion under this section may be combined with any required conversion filing under the organic law of a domestic eligible entity that is the converting entity or converted entity if the combined filing satisfies the requirements of both the other organic law and this section. (6) If the converting entity is a foreign eligible entity that is registered to do business in this state under a provision of law similar to part 15 of this chapter, its registration statement or other type of foreign qualification is canceled automatically on the effective date of its conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/ed469d944c7d17e6f73fca84cf9d60db970f143057df6d6eb82e730cff7cf927.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ed469d944c7d17e6f73fca84cf9d60db970f143057df6d6eb82e730cff7cf927",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0330/0350-0140-0090-0330.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-14-931",
          "quote": "35-14-931. Plan of conversion. (1) A domestic corporation may convert to a domestic or foreign eligible entity under 35-14-930 through 35-14-935 by approving a plan of conversion. The plan of conversion must include: (a) the name of the converting corporation; (b) the name, jurisdiction of formation, and type of entity of the converted entity; (c) the manner and basis of converting the shares of the domestic corporation into eligible interests or other securities, obligations, rights to acquire eligible interests or other securities, cash, other property, or any combination; (d) the other terms and conditions of the conversion; and (e) the full text that will be in effect immediately after the conversion becomes effective of the organic rules of the converted entity, which must be in writing. (2) In addition to the requirements of subsection (1), a plan of conversion may contain any other provision not prohibited by law. (3) The terms of a plan of conversion may be made dependent on facts objectively ascertainable outside the plan in accordance with 35-14-120(11).",
          "role": "conversion_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/6d4590ebc79ceb9e1f90c6fa69def95c7ed91334fe285ed433347a4b327e14a0.html",
          "source_sha256": "6d4590ebc79ceb9e1f90c6fa69def95c7ed91334fe285ed433347a4b327e14a0",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0310/0350-0140-0090-0310.html"
        },
        {
          "pinpoint": "MCA 35-14-920(3)",
          "quote": "35-14-920. Domestication. (1) By complying with the provisions of 35-14-920 through 35-14-924 applicable to foreign corporations, a foreign corporation may become a domestic corporation if the domestication is permitted by the organic law of the foreign corporation. (2) By complying with the provisions of 35-14-920 through 35-14-924, a domestic corporation may become a foreign corporation pursuant to a plan of domestication if the domestication is permitted by the organic law of the foreign corporation. (3) The plan of domestication must include: (a) the name of the domesticating corporation; (b) the name and jurisdiction of formation of the domesticated corporation; (c) the manner and basis of reclassifying the shares of the domesticating corporation into shares or other securities, obligations, rights to acquire shares or other securities, cash, other property, or any combination; (d) the proposed articles of incorporation and bylaws of the domesticated corporation; and (e) the other terms and conditions of the domestication. (4) In addition to the requirements of subsection (3), a plan of domestication may contain any other provision not prohibited by law. (5) The terms of a plan of domestication may be made dependent on facts objectively ascertainable outside the plan in accordance with 35-14-120(11). (6) If a protected agreement of a domestic domesticating corporation in effect immediately before the domestication becomes effective contains a provision applying to a merger of the corporation and the agreement does not refer to a domestication of the corporation, the provision applies to a domestication of the corporation as if the domestication were a merger until the first time the provision is amended after the enactment date.",
          "role": "domestication_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/dc97f532b21414bdc7dc940233f78907d9132b1552fd3545b47c6566c4f26c38.html",
          "source_sha256": "dc97f532b21414bdc7dc940233f78907d9132b1552fd3545b47c6566c4f26c38",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0200/0350-0140-0090-0200.html"
        },
        {
          "pinpoint": "MCA 35-14-922",
          "quote": "35-14-922. Articles of domestication -- effectiveness. (1) After: (a) a plan of domestication of a domestic corporation has been adopted and approved as required by this chapter; or (b) a foreign corporation that is a domesticating corporation has approved a domestication as required under its organic law, articles of domestication must be signed by the domesticating corporation. The articles must set forth: (i) the name of the domesticating corporation and its jurisdiction of formation; (ii) the name of the domesticated corporation and its jurisdiction of formation; and (iii) if the domesticating corporation is: (A) a domestic corporation, a statement that the plan of domestication was approved in accordance with this part; or (B) a foreign corporation, a statement that the domestication was approved in accordance with its organic law. (2) If the domesticated corporation is a domestic corporation, the articles of domestication must have attached articles of incorporation of the domesticated corporation that satisfy the requirements of 35-14-202. Provisions that would not be required to be included in restated articles of incorporation may be omitted from the articles of incorporation attached to the articles of domestication. (3) The articles of domestication must be delivered to the secretary of state for filing and take effect on the effective date determined in accordance with 35-14-123. (4) If the domesticated corporation is a domestic corporation, the domestication becomes effective on the date the articles of domestication are effective. If the domesticated corporation is a foreign corporation, the domestication becomes effective on the later of: (a) the date and time provided by the organic law of the domesticated corporation; or (b) the date the articles of domestication are effective. (5) If the domesticating corporation is a foreign corporation that is registered to do business in this state under part 15 of this chapter, its registration statement is canceled automatically when the domestication becomes effective.",
          "role": "domestication_articles",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/bc8fbdc3b4df39ad2d22624a16676941dd059e3765a4805de6ed1790c492cdf8.html",
          "source_sha256": "bc8fbdc3b4df39ad2d22624a16676941dd059e3765a4805de6ed1790c492cdf8",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0220/0350-0140-0090-0220.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Montana requires a plan and filed articles for both corporation conversion and corporation domestication.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-14-933",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "35-14-933. Articles of conversion -- effectiveness. (1) After: (a) a plan of conversion of a domestic corporation has been adopted and approved as required by this chapter; or (b) a domestic or foreign eligible entity that is the converting entity has approved a conversion as required under its organic law, articles of conversion must be signed by the converting entity and must: (i) state the name, jurisdiction of formation, and type of entity of the converting entity; (ii) state the name, jurisdiction of formation, and type of entity of the converted entity; (iii) if the converting entity is: (A) a domestic corporation, state that the plan of conversion was approved in accordance with 35-14-930 through 35-14-935; or (B) (I) an eligible entity, state that the conversion was approved by the eligible entity in accordance with its organic law; or (II) a domestic eligible entity the organic law of which does not provide for approval of the conversion, state that the conversion was approved by the domestic eligible entity in accordance with 35-14-930 through 35-14-935; and (iv) if the converted entity is: (A) a domestic business corporation or a domestic nonprofit corporation or filing entity, have attached the public organic record of the converted entity, except that provisions that would not be required to be included in a restated public organic record may be omitted; or (B) a domestic limited liability partnership, have attached the filing required to become a limited liability partnership. (2) If the converted entity is a domestic corporation, its articles of incorporation must satisfy the requirements of 35-14-202, except that provisions that would not be required to be included in restated articles of incorporation may be omitted from the articles of incorporation. If the converted entity is a domestic eligible entity, its public organic record, if any, must satisfy the requirements of the organic law of this state, except that the public organic record does not need to be signed. (3) The articles of conversion must be delivered to the secretary of state for filing and take effect on the effective date determined in accordance with 35-14-123. (4) If a converted entity is a domestic entity, the conversion becomes effective when the articles of conversion are effective. With respect to a conversion in which the converted entity is a foreign eligible entity, the conversion itself becomes effective on the later of: (a) the date and time provided by the organic law of that eligible entity; or (b) the date the articles of conversion become effective. (5) Articles of conversion under this section may be combined with any required conversion filing under the organic law of a domestic eligible entity that is the converting entity or converted entity if the combined filing satisfies the requirements of both the other organic law and this section. (6) If the converting entity is a foreign eligible entity that is registered to do business in this state under a provision of law similar to part 15 of this chapter, its registration statement or other type of foreign qualification is canceled automatically on the effective date of its conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/ed469d944c7d17e6f73fca84cf9d60db970f143057df6d6eb82e730cff7cf927.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ed469d944c7d17e6f73fca84cf9d60db970f143057df6d6eb82e730cff7cf927",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0330/0350-0140-0090-0330.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-14-920(1)-(2)",
          "quote": "35-14-920. Domestication. (1) By complying with the provisions of 35-14-920 through 35-14-924 applicable to foreign corporations, a foreign corporation may become a domestic corporation if the domestication is permitted by the organic law of the foreign corporation. (2) By complying with the provisions of 35-14-920 through 35-14-924, a domestic corporation may become a foreign corporation pursuant to a plan of domestication if the domestication is permitted by the organic law of the foreign corporation. (3) The plan of domestication must include: (a) the name of the domesticating corporation; (b) the name and jurisdiction of formation of the domesticated corporation; (c) the manner and basis of reclassifying the shares of the domesticating corporation into shares or other securities, obligations, rights to acquire shares or other securities, cash, other property, or any combination; (d) the proposed articles of incorporation and bylaws of the domesticated corporation; and (e) the other terms and conditions of the domestication. (4) In addition to the requirements of subsection (3), a plan of domestication may contain any other provision not prohibited by law. (5) The terms of a plan of domestication may be made dependent on facts objectively ascertainable outside the plan in accordance with 35-14-120(11). (6) If a protected agreement of a domestic domesticating corporation in effect immediately before the domestication becomes effective contains a provision applying to a merger of the corporation and the agreement does not refer to a domestication of the corporation, the provision applies to a domestication of the corporation as if the domestication were a merger until the first time the provision is amended after the enactment date.",
          "role": "domestication_foreign_law_condition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/dc97f532b21414bdc7dc940233f78907d9132b1552fd3545b47c6566c4f26c38.html",
          "source_sha256": "dc97f532b21414bdc7dc940233f78907d9132b1552fd3545b47c6566c4f26c38",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0200/0350-0140-0090-0200.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Foreign conversion and domestication require permission under the relevant foreign entity's organic law.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-14-930(1)-(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "35-14-930. Conversion. (1) By complying with 35-14-930 through 35-14-935, a domestic corporation may become: (a) a domestic eligible entity; or (b) a foreign eligible entity if the conversion is permitted by the organic law of the foreign entity. (2) By complying with 35-14-930 through 35-14-935 and applicable provisions of its organic law, a domestic eligible entity may become a domestic corporation. If procedures for the approval of a conversion are not provided by the organic law or organic rules of a domestic eligible entity, the conversion must be adopted and approved in the same manner as a merger of that eligible entity. If the organic law or organic rules of a domestic eligible entity do not provide procedures for the approval of either a conversion or a merger, a plan of conversion may nonetheless be adopted and approved by the unanimous consent of all the interest holders of the domestic eligible entity. In either case, the conversion may then be effected as otherwise provided in 35-14-930 through 35-14-935. For purposes of applying 35-14-930 through 35-14-935: (a) the eligible entity and its members or interest holders, eligible interests, and organic rules taken together are considered a domestic business corporation and its shareholders, shares, and articles of incorporation, respectively and vice versa, as the context may require; and (b) if the business and affairs of the eligible entity are managed by a person or persons that are not identical to the members or interest holders, the person or persons are considered the board of directors. (3) By complying with the provisions of 35-14-930 through 35-14-935 applicable to foreign entities, a foreign eligible entity may become a domestic corporation if the organic law of the foreign eligible entity permits it to become a business corporation in another jurisdiction. (4) If a protected agreement of a domestic converting corporation in effect immediately before the conversion becomes effective contains a provision applying to a merger of the corporation that is a converting entity and the agreement does not refer to a conversion of the corporation, the provision applies to a conversion of the corporation as if the conversion were a merger until the first time the provision is amended after the enactment date.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/3c348ed20478f8f2e9cdd1f4a1eeb0b0caf90476a31dee91a8fcbbed9b910393.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3c348ed20478f8f2e9cdd1f4a1eeb0b0caf90476a31dee91a8fcbbed9b910393",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0300/0350-0140-0090-0300.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The Montana Business Corporation Act uses and defines the term “domestication.”",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-14-901(6)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(6) \"Domestication\" means a transaction pursuant to 35-14-920 through 35-14-924.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/cf9631b64b34727f7786ad591950d0c828f40239b6d74b25c18fde1bd28f779d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cf9631b64b34727f7786ad591950d0c828f40239b6d74b25c18fde1bd28f779d",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0010/0350-0140-0090-0010.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, good-standing, or revenue-department condition is stated in the complete captured corporation conversion and domestication part.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/cf9631b64b34727f7786ad591950d0c828f40239b6d74b25c18fde1bd28f779d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "cf9631b64b34727f7786ad591950d0c828f40239b6d74b25c18fde1bd28f779d",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0010/0350-0140-0090-0010.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-8-1215(2)",
          "quote": "(2) The plan of a conversion of a limited liability company to a domestic corporation or a limited liability partnership must be approved by all of the members or by a number or percentage of members required for conversion in the operating agreement. If as a result of the conversion one or more interest holders of the converting limited liability company would become subject to interest holder liability, approval of the plan of conversion must require the signing in connection with the transaction, by each affected interest holder, of a separate written consent to become subject to the interest holder liability.",
          "role": "outbound_conversion_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/68843ec3ef5246e337b2d5f5cfaca07a92dcba4a5c9401f2a1b7488cebc9e77b.html",
          "source_sha256": "68843ec3ef5246e337b2d5f5cfaca07a92dcba4a5c9401f2a1b7488cebc9e77b",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0150/0350-0080-0120-0150.html"
        },
        {
          "pinpoint": "MCA 35-8-1404",
          "quote": "35-8-1404. Approval of domestication. (1) A plan of domestication is not effective unless it has been approved: (a) by a domestic domesticating entity: (i) in accordance with the requirements, if any, in its organic rules for approval of a domestication; (ii) if its organic rules do not provide for approval of a domestication, in accordance with the requirements, if any, in its organic law and organic rules for approval of a merger, as if the domestication were a merger; or (iii) by all of the interest holders of the entity entitled to vote on or consent to any matter if its organic law or organic rules do not provide for approval of a domestication or a merger; and (b) in a record, by each interest holder of a domestic domesticating entity that will have interest holder liability for debts, obligations, and other liabilities that arise after the domestication becomes effective, unless the entity is not a nonprofit corporation for which: (i) the organic rules of the entity in a record provide for the approval of a domestication in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders; and (ii) the interest holder consented in a record to or voted for that provision of the organic rules or became an interest holder after the adoption of that provision. (2) A domestication of a foreign domesticating entity is not effective unless it is approved in accordance with the law of the foreign entity's jurisdiction of formation.",
          "role": "domestication_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/16e1d29de7928caf5a6907f7a01b10877cd98e9870fbf586218f2208133c7329.html",
          "source_sha256": "16e1d29de7928caf5a6907f7a01b10877cd98e9870fbf586218f2208133c7329",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0040/0350-0080-0140-0040.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Inbound conversion requires the partnership-agreement vote; outbound conversion requires all members or the operating-agreement percentage; domestication uses the part 14 approval ladder.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-8-1210(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) The terms and conditions of a conversion of a partnership or limited partnership to a limited liability company must be approved by all of the partners or by a number or percentage of the partners required for conversion in the partnership agreement.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/b55c3df7f96f738755838e2b6c20748731d42266fe266b0fc3156613624115fe.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b55c3df7f96f738755838e2b6c20748731d42266fe266b0fc3156613624115fe",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0100/0350-0080-0120-0100.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-8-1216(1)",
          "quote": "(1) When a conversion becomes effective: (a) all property owned by and every contract right possessed by the converting limited liability company remain the property and contract rights of the converted domestic corporation or limited liability partnership without transfer, reversion, or impairment; (b) all debts, obligations, and other liabilities of the converting limited liability company remain the debts, obligations, and other liabilities of the converted domestic corporation or limited liability partnership; (c) the name of the converted domestic corporation or limited liability partnership may be but need not be substituted for the name of the converting limited liability company in any pending action or proceeding; (d) if the converted entity is a domestic corporation, its articles of incorporation and bylaws become effective; (e) if the converted entity is a domestic limited liability partnership, the application of registration of the limited liability partnership and its partnership agreement become effective; (f) the interests of the converting limited liability company are reclassified into shares, interests or other securities, obligations, rights to acquire shares, eligible interests or other securities, cash, or other property in accordance with the terms of the plan of conversion, and the members and transferees of interests of the converting limited liability company are entitled only to the rights provided to them by those terms and to any contractual appraisal rights they may have under the articles of organization or the operating agreement of the converting limited liability company; and (g) the converted domestic corporation or limited liability partnership is: (i) incorporated or created under and subject to the provisions of provisions of Title 35, chapter 14, in the case of a converted domestic corporation and the provisions of Title 35, chapter 10, applicable to a limited liability partnership in the case of a converted domestic limited liability partnership; (ii) the same entity without interruption as the converting limited liability company; and (iii) considered to have been incorporated or created on the date that the converting limited liability company was originally organized.",
          "role": "outbound_conversion_effect",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/518f91db646e4422d7f0c4147535efdec3f6e2bc4604ffac62d796ae4964aa44.html",
          "source_sha256": "518f91db646e4422d7f0c4147535efdec3f6e2bc4604ffac62d796ae4964aa44",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0160/0350-0080-0120-0160.html"
        },
        {
          "pinpoint": "MCA 35-8-1407(1)",
          "quote": "(1) When a domestication becomes effective: (a) the domesticated entity: (i) is organized under and subject to the organic law of the domesticated entity; and (ii) is the same entity without interruption as the domesticating entity; (b) all property of the domesticating entity continues to be vested in the domesticated entity without transfer, reversion, or impairment; (c) all debts, obligations, and other liabilities of the domesticating entity continue as debts, obligations, and other liabilities of the domesticated entity; (d) except as otherwise provided by law or by the plan of domestication, all of the rights, privileges, immunities, powers, and purposes of the domesticating entity remain in the domesticated entity; (e) the name of the domesticated entity may be substituted for the name of the domesticating entity in any pending action or proceeding; (f) if the domesticated entity is a filing entity, its public organic record is effective; (g) the private organic rules of the domesticated entity that are to be in a record, if any, approved as part of the plan of domestication are effective; and (h) the interests in the domesticating entity are converted to the extent of and as approved in connection with the domestication and the domesticating entity's organic law. The interest holders of the domesticating entity are entitled only to the rights provided to them under the plan of domestication and to any appraisal rights they may have under the organic laws of the domesticating entity and any contractual appraisal rights they may have under the organic rules of the domesticating entity.",
          "role": "domestication_effect",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/766df62a396c75fadf3ebe996695d9ab3b3e8435bdfe5cbff23325f8baa268c5.html",
          "source_sha256": "766df62a396c75fadf3ebe996695d9ab3b3e8435bdfe5cbff23325f8baa268c5",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0070/0350-0080-0140-0070.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion or domestication continues the same entity; property, obligations, and pending proceedings carry through under the applicable effects section.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-8-1211(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A partnership or limited partnership that has been converted pursuant to this part is for all purposes the same entity that existed before the conversion. (2) When a conversion takes effect: (a) all property owned by the converting partnership or limited partnership vests in the limited liability company; (b) all debts, liabilities, and other obligations of the converting partnership or limited partnership continue as obligations of the limited liability company; (c) an action or proceeding pending by or against the converting partnership or limited partnership may be continued as if the conversion had not occurred; (d) except as prohibited by other law, all of the rights, privileges, immunities, powers, and purposes of the converting partnership or limited partnership vest in the limited liability company; and (e) except as otherwise provided in the agreement of conversion under 35-8-1210(3), all of the partners of the converting partnership continue as members of the limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/a53e0fc8050c508b510a95ede4884a2270211d165034cfcbaaacd9de814b80e8.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a53e0fc8050c508b510a95ede4884a2270211d165034cfcbaaacd9de814b80e8",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0110/0350-0080-0120-0110.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A partnership or limited partnership may convert to a Montana LLC under MCA 35-8-1210.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-8-1210",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "35-8-1210. Conversion of partnership or limited partnership to limited liability company. (1) A partnership or limited partnership may be converted to a limited liability company pursuant to this section. (2) The terms and conditions of a conversion of a partnership or limited partnership to a limited liability company must be approved by all of the partners or by a number or percentage of the partners required for conversion in the partnership agreement. (3) An agreement of conversion must set forth the terms and conditions of the conversion of the interests of partners of a partnership or of a limited partnership, as the case may be, into interests in the converted limited liability company or cash or other consideration to be paid or delivered as a result of the conversion of the interests of the partners, or a combination of interests, cash, or other consideration. (4) After a conversion is approved under subsection (2), the partnership or limited partnership shall file articles of organization and all filing fees in the office of the secretary of state that satisfy the requirements of 35-8-202 and that contain: (a) a statement that the partnership or limited partnership was converted to a limited liability company from a partnership or limited partnership; (b) its former name; (c) a statement of the number of votes cast by the partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion under subsection (2); and (d) in the case of a limited partnership, a statement that the certificate of limited partnership is to be canceled as of the date on which the conversion took effect. (5) In the case of a limited partnership, the filing of articles of organization under subsection (4) cancels its certificate of limited partnership as of the date on which the conversion took effect. (6) A conversion takes effect when the articles of organization are filed in the office of the secretary of state or at any later date specified in the articles of organization. (7) A general partner who becomes a member of a limited liability company as a result of a conversion remains liable as a partner for any obligation incurred by the partnership or limited partnership before the conversion takes effect. (8) A general partner's liability for all obligations of the limited liability company incurred after the conversion takes effect is that of a member of the company. (9) A limited partner who becomes a member as a result of a conversion remains liable for obligations of the limited partnership only to the extent that the limited partner was liable for an obligation incurred by the limited partnership before the conversion takes effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/b55c3df7f96f738755838e2b6c20748731d42266fe266b0fc3156613624115fe.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b55c3df7f96f738755838e2b6c20748731d42266fe266b0fc3156613624115fe",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0100/0350-0080-0120-0100.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Montana LLC may convert to a domestic corporation or domestic limited liability partnership under MCA 35-8-1215.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-8-1215",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "35-8-1215. Conversion of limited liability company to domestic corporation or limited liability partnership. (1) A limited liability company may be converted to a domestic corporation or a limited liability partnership pursuant to this section. (2) The plan of a conversion of a limited liability company to a domestic corporation or a limited liability partnership must be approved by all of the members or by a number or percentage of members required for conversion in the operating agreement. If as a result of the conversion one or more interest holders of the converting limited liability company would become subject to interest holder liability, approval of the plan of conversion must require the signing in connection with the transaction, by each affected interest holder, of a separate written consent to become subject to the interest holder liability. (3) A plan of conversion must be in writing and must: (a) set forth the terms and conditions of the conversion of the interests of members and transferees of a limited liability company into interests in the converted domestic corporation or limited liability partnership, into cash or other consideration to be paid or delivered as a result of the conversion of the interests of the members, or into a combination of interests, cash, or other consideration; and (b) contain the name of the converting limited liability company, the name, jurisdiction of formation, and type of entity of the converted domestic corporation or limited liability partnership, the full text that will be in effect immediately after the conversion becomes effective of the articles of incorporation and bylaws of the converted domestic corporation or the partnership agreement and the application for registration of the limited liability partnership, which must be in writing, and other terms and conditions of the conversion. (4) In addition to the requirements of subsection (3), a plan of conversion may contain any other provision not prohibited by law. The terms of a plan of conversion may be made dependent on facts objectively ascertainable outside the plan in accordance with 35-14-120(11). (5) After a conversion is approved under subsection (2), the limited liability company shall file articles of conversion and all filing fees in the office of the secretary of state that satisfy the requirements of Title 35 and that contain: (a) the name of the converting limited liability company; (b) the name and type of entity of the converted domestic corporation or limited liability partnership; (c) a statement that the plan of conversion was approved by the members in accordance with subsection (2); (d) if the converted entity is: (i) a domestic corporation, the articles of incorporation of the corporation, except that provisions would not be required to be included in a restated articles of incorporation may be omitted; or (ii) a domestic limited liability partnership, the application for registration of the limited liability partnership; and (f) if the articles of conversion are not to be effective upon filing, the later date and time on which the articles of conversion will become effective, which may not be more than 90 days after the date of filing. (6) If the converted entity is a domestic corporation, its articles of incorporation must satisfy the requirements of 35-14-202, except that provisions that would not be required to be included in restated articles of incorporation may be omitted from the articles of incorporation. If the converted entity is a domestic limited liability partnership, its application for registration must satisfy the requirements of 35-10-701, except that the articles of incorporation or application for registration, as applicable, do not need to be signed. (7) In addition to the requirements of subsection (5), the articles of conversion may contain any other provision not prohibited by law. (8) A conversion takes effect when the articles of conversion are filed in the office of the secretary of state or at a later date and time specified in the articles of conversion, which may not be more than 90 days after the date of filing. (9) This section only allows a domestic limited liability company to convert to a domestic corporation or a limited liability partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/68843ec3ef5246e337b2d5f5cfaca07a92dcba4a5c9401f2a1b7488cebc9e77b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "68843ec3ef5246e337b2d5f5cfaca07a92dcba4a5c9401f2a1b7488cebc9e77b",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0150/0350-0080-0120-0150.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.llc.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-8-1401(5)",
          "quote": "(5) \"Entity\" means a limited liability company, professional limited liability company, general partnership, limited liability partnership, professional limited liability partnership, limited partnership, limited liability limited partnership, benefit corporation, or nonprofit corporation.",
          "role": "defined_entity_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/5837f2fedc832cc85c1f0b58da454ac4f4d86df2e346f34accc2c682541a33c8.html",
          "source_sha256": "5837f2fedc832cc85c1f0b58da454ac4f4d86df2e346f34accc2c682541a33c8",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0010/0350-0080-0140-0010.html"
        },
        {
          "pinpoint": "MCA 35-8-1404",
          "quote": "35-8-1404. Approval of domestication. (1) A plan of domestication is not effective unless it has been approved: (a) by a domestic domesticating entity: (i) in accordance with the requirements, if any, in its organic rules for approval of a domestication; (ii) if its organic rules do not provide for approval of a domestication, in accordance with the requirements, if any, in its organic law and organic rules for approval of a merger, as if the domestication were a merger; or (iii) by all of the interest holders of the entity entitled to vote on or consent to any matter if its organic law or organic rules do not provide for approval of a domestication or a merger; and (b) in a record, by each interest holder of a domestic domesticating entity that will have interest holder liability for debts, obligations, and other liabilities that arise after the domestication becomes effective, unless the entity is not a nonprofit corporation for which: (i) the organic rules of the entity in a record provide for the approval of a domestication in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders; and (ii) the interest holder consented in a record to or voted for that provision of the organic rules or became an interest holder after the adoption of that provision. (2) A domestication of a foreign domesticating entity is not effective unless it is approved in accordance with the law of the foreign entity's jurisdiction of formation.",
          "role": "approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/16e1d29de7928caf5a6907f7a01b10877cd98e9870fbf586218f2208133c7329.html",
          "source_sha256": "16e1d29de7928caf5a6907f7a01b10877cd98e9870fbf586218f2208133c7329",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0040/0350-0080-0140-0040.html"
        },
        {
          "pinpoint": "MCA 35-8-1406",
          "quote": "35-8-1406. Articles of domestication -- effective date of domestication. (1) Articles of domestication must be signed by the domesticating entity and delivered to the secretary of state for filing. (2) Articles of domestication must contain: (a) the name, jurisdiction of formation, and type of entity of the domesticating entity; (b) the name and jurisdiction of formation of the domesticated entity; (c) if the articles of domestication are not to be effective upon filing, the later date and time on which they will become effective, which may not be more than 90 days after the date of filing; (d) if the domesticating entity is a domestic entity, a statement that the plan of domestication was approved in accordance with this part or, if the domesticating entity is a foreign entity, a statement that the domestication was approved in accordance with the law of its jurisdiction of formation; (e) if the domesticated entity is a domestic filing entity, its public organic record as an attachment; (f) if the domesticated entity is a domestic limited liability partnership, its application for registration of a limited liability partnership as an attachment; and (g) if the domesticated entity is a foreign entity that is not a registered foreign entity, a statement designating a registered agent. (3) In addition to the requirements of subsection (2), articles of domestication may contain any other provision not prohibited by law. (4) If the domesticated 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 and may omit any provision that is not required to be included in a restatement of the public organic record. (5) A plan of domestication that is signed by a domesticating domestic entity and meets all of the requirements of subsection (2) may be delivered to the secretary of state for filing instead of articles of domestication and upon filing has the same effect. If a plan of domestication is filed as provided in this subsection, references in this chapter to articles of domestication refer to the plan of domestication filed under this subsection. (6) Articles of domestication are effective on the date and time of filing or the later date and time specified in the articles of domestication. (7) A domestication in which the domesticated entity is a domestic entity is effective when the articles of domestication are effective. A domestication in which the domesticated entity is a foreign entity is effective on the later of: (a) the date and time provided by the organic law of the domesticated entity; or (b) when the articles of domestication are effective.",
          "role": "filing_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/eddeb731f2b9fd69c1c122c46e6ef86128dc6bf9e4d3fc60be7f93ec3ca9130c.html",
          "source_sha256": "eddeb731f2b9fd69c1c122c46e6ef86128dc6bf9e4d3fc60be7f93ec3ca9130c",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0060/0350-0080-0140-0060.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign LLC may become a Montana LLC by domestication if the other jurisdiction authorizes it and the statutory approval and filing rules are met.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-8-1402",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) By complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/28727d5137142fbb2916c68453b339164e7fd7c91c904336c4961d3fd01aef79.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "28727d5137142fbb2916c68453b339164e7fd7c91c904336c4961d3fd01aef79",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0020/0350-0080-0140-0020.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-8-1401(5)",
          "quote": "(5) \"Entity\" means a limited liability company, professional limited liability company, general partnership, limited liability partnership, professional limited liability partnership, limited partnership, limited liability limited partnership, benefit corporation, or nonprofit corporation.",
          "role": "defined_entity_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/5837f2fedc832cc85c1f0b58da454ac4f4d86df2e346f34accc2c682541a33c8.html",
          "source_sha256": "5837f2fedc832cc85c1f0b58da454ac4f4d86df2e346f34accc2c682541a33c8",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0010/0350-0080-0140-0010.html"
        },
        {
          "pinpoint": "MCA 35-8-1404",
          "quote": "35-8-1404. Approval of domestication. (1) A plan of domestication is not effective unless it has been approved: (a) by a domestic domesticating entity: (i) in accordance with the requirements, if any, in its organic rules for approval of a domestication; (ii) if its organic rules do not provide for approval of a domestication, in accordance with the requirements, if any, in its organic law and organic rules for approval of a merger, as if the domestication were a merger; or (iii) by all of the interest holders of the entity entitled to vote on or consent to any matter if its organic law or organic rules do not provide for approval of a domestication or a merger; and (b) in a record, by each interest holder of a domestic domesticating entity that will have interest holder liability for debts, obligations, and other liabilities that arise after the domestication becomes effective, unless the entity is not a nonprofit corporation for which: (i) the organic rules of the entity in a record provide for the approval of a domestication in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders; and (ii) the interest holder consented in a record to or voted for that provision of the organic rules or became an interest holder after the adoption of that provision. (2) A domestication of a foreign domesticating entity is not effective unless it is approved in accordance with the law of the foreign entity's jurisdiction of formation.",
          "role": "approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/16e1d29de7928caf5a6907f7a01b10877cd98e9870fbf586218f2208133c7329.html",
          "source_sha256": "16e1d29de7928caf5a6907f7a01b10877cd98e9870fbf586218f2208133c7329",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0040/0350-0080-0140-0040.html"
        },
        {
          "pinpoint": "MCA 35-8-1406",
          "quote": "35-8-1406. Articles of domestication -- effective date of domestication. (1) Articles of domestication must be signed by the domesticating entity and delivered to the secretary of state for filing. (2) Articles of domestication must contain: (a) the name, jurisdiction of formation, and type of entity of the domesticating entity; (b) the name and jurisdiction of formation of the domesticated entity; (c) if the articles of domestication are not to be effective upon filing, the later date and time on which they will become effective, which may not be more than 90 days after the date of filing; (d) if the domesticating entity is a domestic entity, a statement that the plan of domestication was approved in accordance with this part or, if the domesticating entity is a foreign entity, a statement that the domestication was approved in accordance with the law of its jurisdiction of formation; (e) if the domesticated entity is a domestic filing entity, its public organic record as an attachment; (f) if the domesticated entity is a domestic limited liability partnership, its application for registration of a limited liability partnership as an attachment; and (g) if the domesticated entity is a foreign entity that is not a registered foreign entity, a statement designating a registered agent. (3) In addition to the requirements of subsection (2), articles of domestication may contain any other provision not prohibited by law. (4) If the domesticated 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 and may omit any provision that is not required to be included in a restatement of the public organic record. (5) A plan of domestication that is signed by a domesticating domestic entity and meets all of the requirements of subsection (2) may be delivered to the secretary of state for filing instead of articles of domestication and upon filing has the same effect. If a plan of domestication is filed as provided in this subsection, references in this chapter to articles of domestication refer to the plan of domestication filed under this subsection. (6) Articles of domestication are effective on the date and time of filing or the later date and time specified in the articles of domestication. (7) A domestication in which the domesticated entity is a domestic entity is effective when the articles of domestication are effective. A domestication in which the domesticated entity is a foreign entity is effective on the later of: (a) the date and time provided by the organic law of the domesticated entity; or (b) when the articles of domestication are effective.",
          "role": "filing_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/eddeb731f2b9fd69c1c122c46e6ef86128dc6bf9e4d3fc60be7f93ec3ca9130c.html",
          "source_sha256": "eddeb731f2b9fd69c1c122c46e6ef86128dc6bf9e4d3fc60be7f93ec3ca9130c",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0060/0350-0080-0140-0060.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Montana LLC may become a foreign LLC by domestication if the other jurisdiction authorizes it and the statutory approval and filing rules are met.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-8-1402",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) By complying with this part, a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/28727d5137142fbb2916c68453b339164e7fd7c91c904336c4961d3fd01aef79.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "28727d5137142fbb2916c68453b339164e7fd7c91c904336c4961d3fd01aef79",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0020/0350-0080-0140-0020.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-8-1210(1)",
          "quote": "(1) A partnership or limited partnership may be converted to a limited liability company pursuant to this section.",
          "role": "operative_authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/b55c3df7f96f738755838e2b6c20748731d42266fe266b0fc3156613624115fe.html",
          "source_sha256": "b55c3df7f96f738755838e2b6c20748731d42266fe266b0fc3156613624115fe",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0100/0350-0080-0120-0100.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Montana permits a partnership or limited partnership to convert into a domestic LLC.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-8-1205(14), (18)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(14) \"Limited partnership\" means a limited partnership formed under the laws of this state or comparable law of another jurisdiction. […] (18) \"Partnership\" means a general partnership formed under the laws of this state or comparable law of another jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/7f1f0f5d9f36ba3782ff6d14afb9ae506a08ea86dd0d5bc2b86e39cf6ac97e69.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f1f0f5d9f36ba3782ff6d14afb9ae506a08ea86dd0d5bc2b86e39cf6ac97e69",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0050/0350-0080-0120-0050.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-8-1215(1), (9)",
          "quote": "35-8-1215. Conversion of limited liability company to domestic corporation or limited liability partnership. (1) A limited liability company may be converted to a domestic corporation or a limited liability partnership pursuant to this section. (2) The plan of a conversion of a limited liability company to a domestic corporation or a limited liability partnership must be approved by all of the members or by a number or percentage of members required for conversion in the operating agreement. If as a result of the conversion one or more interest holders of the converting limited liability company would become subject to interest holder liability, approval of the plan of conversion must require the signing in connection with the transaction, by each affected interest holder, of a separate written consent to become subject to the interest holder liability. (3) A plan of conversion must be in writing and must: (a) set forth the terms and conditions of the conversion of the interests of members and transferees of a limited liability company into interests in the converted domestic corporation or limited liability partnership, into cash or other consideration to be paid or delivered as a result of the conversion of the interests of the members, or into a combination of interests, cash, or other consideration; and (b) contain the name of the converting limited liability company, the name, jurisdiction of formation, and type of entity of the converted domestic corporation or limited liability partnership, the full text that will be in effect immediately after the conversion becomes effective of the articles of incorporation and bylaws of the converted domestic corporation or the partnership agreement and the application for registration of the limited liability partnership, which must be in writing, and other terms and conditions of the conversion. (4) In addition to the requirements of subsection (3), a plan of conversion may contain any other provision not prohibited by law. The terms of a plan of conversion may be made dependent on facts objectively ascertainable outside the plan in accordance with 35-14-120(11). (5) After a conversion is approved under subsection (2), the limited liability company shall file articles of conversion and all filing fees in the office of the secretary of state that satisfy the requirements of Title 35 and that contain: (a) the name of the converting limited liability company; (b) the name and type of entity of the converted domestic corporation or limited liability partnership; (c) a statement that the plan of conversion was approved by the members in accordance with subsection (2); (d) if the converted entity is: (i) a domestic corporation, the articles of incorporation of the corporation, except that provisions would not be required to be included in a restated articles of incorporation may be omitted; or (ii) a domestic limited liability partnership, the application for registration of the limited liability partnership; and (f) if the articles of conversion are not to be effective upon filing, the later date and time on which the articles of conversion will become effective, which may not be more than 90 days after the date of filing. (6) If the converted entity is a domestic corporation, its articles of incorporation must satisfy the requirements of 35-14-202, except that provisions that would not be required to be included in restated articles of incorporation may be omitted from the articles of incorporation. If the converted entity is a domestic limited liability partnership, its application for registration must satisfy the requirements of 35-10-701, except that the articles of incorporation or application for registration, as applicable, do not need to be signed. (7) In addition to the requirements of subsection (5), the articles of conversion may contain any other provision not prohibited by law. (8) A conversion takes effect when the articles of conversion are filed in the office of the secretary of state or at a later date and time specified in the articles of conversion, which may not be more than 90 days after the date of filing. (9) This section only allows a domestic limited liability company to convert to a domestic corporation or a limited liability partnership.",
          "role": "operative_authorization_and_limit",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/68843ec3ef5246e337b2d5f5cfaca07a92dcba4a5c9401f2a1b7488cebc9e77b.html",
          "source_sha256": "68843ec3ef5246e337b2d5f5cfaca07a92dcba4a5c9401f2a1b7488cebc9e77b",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0150/0350-0080-0120-0150.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Montana LLC may convert only to a domestic corporation or limited liability partnership under MCA 35-8-1215.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-8-1205(2), (12)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) \"Articles of incorporation\" has the same meaning as provided in 35-14-140. […] (12) \"Limited liability partnership\" means a partnership registered as a limited liability partnership under the laws of this state or comparable law of another jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/7f1f0f5d9f36ba3782ff6d14afb9ae506a08ea86dd0d5bc2b86e39cf6ac97e69.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f1f0f5d9f36ba3782ff6d14afb9ae506a08ea86dd0d5bc2b86e39cf6ac97e69",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0050/0350-0080-0120-0050.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.llc.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-8-1215(5)",
          "quote": "(5) After a conversion is approved under subsection (2), the limited liability company shall file articles of conversion and all filing fees in the office of the secretary of state that satisfy the requirements of Title 35 and that contain: (a) the name of the converting limited liability company; (b) the name and type of entity of the converted domestic corporation or limited liability partnership; (c) a statement that the plan of conversion was approved by the members in accordance with subsection (2); (d) if the converted entity is: (i) a domestic corporation, the articles of incorporation of the corporation, except that provisions would not be required to be included in a restated articles of incorporation may be omitted; or (ii) a domestic limited liability partnership, the application for registration of the limited liability partnership; and (f) if the articles of conversion are not to be effective upon filing, the later date and time on which the articles of conversion will become effective, which may not be more than 90 days after the date of filing.",
          "role": "outbound_fee_cross_reference",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/68843ec3ef5246e337b2d5f5cfaca07a92dcba4a5c9401f2a1b7488cebc9e77b.html",
          "source_sha256": "68843ec3ef5246e337b2d5f5cfaca07a92dcba4a5c9401f2a1b7488cebc9e77b",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0150/0350-0080-0120-0150.html"
        },
        {
          "pinpoint": "Montana SOS Business Services Filing Fees, entity formation and registration rows",
          "quote": "Articles Of Organization",
          "role": "official_fee_schedule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/mt-sos-business-fees.html",
          "source_sha256": "604bbd44bb42d17b4ba2981146d184e9892a370259b602351a9e0ee6f731c55e",
          "source_url": "https://sosmt.gov/business/fees/"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The conversion sections require all filing fees and tie the filing to the converted entity's formation or registration document; the official SOS schedule supplies the destination filing row.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-8-1210(4)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(4) After a conversion is approved under subsection (2), the partnership or limited partnership shall file articles of organization and all filing fees in the office of the secretary of state that satisfy the requirements of 35-8-202 and that contain: (a) a statement that the partnership or limited partnership was converted to a limited liability company from a partnership or limited partnership; (b) its former name; (c) a statement of the number of votes cast by the partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion under subsection (2); and (d) in the case of a limited partnership, a statement that the certificate of limited partnership is to be canceled as of the date on which the conversion took effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/b55c3df7f96f738755838e2b6c20748731d42266fe266b0fc3156613624115fe.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b55c3df7f96f738755838e2b6c20748731d42266fe266b0fc3156613624115fe",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0100/0350-0080-0120-0100.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-8-1215(3)-(8)",
          "quote": "35-8-1215. Conversion of limited liability company to domestic corporation or limited liability partnership. (1) A limited liability company may be converted to a domestic corporation or a limited liability partnership pursuant to this section. (2) The plan of a conversion of a limited liability company to a domestic corporation or a limited liability partnership must be approved by all of the members or by a number or percentage of members required for conversion in the operating agreement. If as a result of the conversion one or more interest holders of the converting limited liability company would become subject to interest holder liability, approval of the plan of conversion must require the signing in connection with the transaction, by each affected interest holder, of a separate written consent to become subject to the interest holder liability. (3) A plan of conversion must be in writing and must: (a) set forth the terms and conditions of the conversion of the interests of members and transferees of a limited liability company into interests in the converted domestic corporation or limited liability partnership, into cash or other consideration to be paid or delivered as a result of the conversion of the interests of the members, or into a combination of interests, cash, or other consideration; and (b) contain the name of the converting limited liability company, the name, jurisdiction of formation, and type of entity of the converted domestic corporation or limited liability partnership, the full text that will be in effect immediately after the conversion becomes effective of the articles of incorporation and bylaws of the converted domestic corporation or the partnership agreement and the application for registration of the limited liability partnership, which must be in writing, and other terms and conditions of the conversion. (4) In addition to the requirements of subsection (3), a plan of conversion may contain any other provision not prohibited by law. The terms of a plan of conversion may be made dependent on facts objectively ascertainable outside the plan in accordance with 35-14-120(11). (5) After a conversion is approved under subsection (2), the limited liability company shall file articles of conversion and all filing fees in the office of the secretary of state that satisfy the requirements of Title 35 and that contain: (a) the name of the converting limited liability company; (b) the name and type of entity of the converted domestic corporation or limited liability partnership; (c) a statement that the plan of conversion was approved by the members in accordance with subsection (2); (d) if the converted entity is: (i) a domestic corporation, the articles of incorporation of the corporation, except that provisions would not be required to be included in a restated articles of incorporation may be omitted; or (ii) a domestic limited liability partnership, the application for registration of the limited liability partnership; and (f) if the articles of conversion are not to be effective upon filing, the later date and time on which the articles of conversion will become effective, which may not be more than 90 days after the date of filing. (6) If the converted entity is a domestic corporation, its articles of incorporation must satisfy the requirements of 35-14-202, except that provisions that would not be required to be included in restated articles of incorporation may be omitted from the articles of incorporation. If the converted entity is a domestic limited liability partnership, its application for registration must satisfy the requirements of 35-10-701, except that the articles of incorporation or application for registration, as applicable, do not need to be signed. (7) In addition to the requirements of subsection (5), the articles of conversion may contain any other provision not prohibited by law. (8) A conversion takes effect when the articles of conversion are filed in the office of the secretary of state or at a later date and time specified in the articles of conversion, which may not be more than 90 days after the date of filing. (9) This section only allows a domestic limited liability company to convert to a domestic corporation or a limited liability partnership.",
          "role": "outbound_conversion_instruments",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/68843ec3ef5246e337b2d5f5cfaca07a92dcba4a5c9401f2a1b7488cebc9e77b.html",
          "source_sha256": "68843ec3ef5246e337b2d5f5cfaca07a92dcba4a5c9401f2a1b7488cebc9e77b",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0150/0350-0080-0120-0150.html"
        },
        {
          "pinpoint": "MCA 35-8-1403",
          "quote": "35-8-1403. Plan of domestication. (1) A domestic entity may become a foreign entity in a domestication by approving a plan of domestication. The plan must be in a record and must contain: (a) the name and type of entity of the domesticating entity; (b) the name and jurisdiction of formation of the domesticated entity; (c) the manner of converting the interests in the domesticating entity into interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of these; (d) the proposed public organic record of the domesticated entity if it is a filing entity; (e) the full text of the private organic rules of the domesticated entity that are proposed to be in a record; (f) the other terms and conditions of the domestication; and (g) any other provision required by the law of this state or the organic rules of the domesticating entity. (2) In addition to the requirements of subsection (1), a plan of domestication may contain any other provision not prohibited by law.",
          "role": "domestication_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/11d91d480241fa181f52ebb40682f0fcb7ea9896e40deb524c4e9419f91ea4b4.html",
          "source_sha256": "11d91d480241fa181f52ebb40682f0fcb7ea9896e40deb524c4e9419f91ea4b4",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0030/0350-0080-0140-0030.html"
        },
        {
          "pinpoint": "MCA 35-8-1406",
          "quote": "35-8-1406. Articles of domestication -- effective date of domestication. (1) Articles of domestication must be signed by the domesticating entity and delivered to the secretary of state for filing. (2) Articles of domestication must contain: (a) the name, jurisdiction of formation, and type of entity of the domesticating entity; (b) the name and jurisdiction of formation of the domesticated entity; (c) if the articles of domestication are not to be effective upon filing, the later date and time on which they will become effective, which may not be more than 90 days after the date of filing; (d) if the domesticating entity is a domestic entity, a statement that the plan of domestication was approved in accordance with this part or, if the domesticating entity is a foreign entity, a statement that the domestication was approved in accordance with the law of its jurisdiction of formation; (e) if the domesticated entity is a domestic filing entity, its public organic record as an attachment; (f) if the domesticated entity is a domestic limited liability partnership, its application for registration of a limited liability partnership as an attachment; and (g) if the domesticated entity is a foreign entity that is not a registered foreign entity, a statement designating a registered agent. (3) In addition to the requirements of subsection (2), articles of domestication may contain any other provision not prohibited by law. (4) If the domesticated 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 and may omit any provision that is not required to be included in a restatement of the public organic record. (5) A plan of domestication that is signed by a domesticating domestic entity and meets all of the requirements of subsection (2) may be delivered to the secretary of state for filing instead of articles of domestication and upon filing has the same effect. If a plan of domestication is filed as provided in this subsection, references in this chapter to articles of domestication refer to the plan of domestication filed under this subsection. (6) Articles of domestication are effective on the date and time of filing or the later date and time specified in the articles of domestication. (7) A domestication in which the domesticated entity is a domestic entity is effective when the articles of domestication are effective. A domestication in which the domesticated entity is a foreign entity is effective on the later of: (a) the date and time provided by the organic law of the domesticated entity; or (b) when the articles of domestication are effective.",
          "role": "domestication_articles",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/eddeb731f2b9fd69c1c122c46e6ef86128dc6bf9e4d3fc60be7f93ec3ca9130c.html",
          "source_sha256": "eddeb731f2b9fd69c1c122c46e6ef86128dc6bf9e4d3fc60be7f93ec3ca9130c",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0060/0350-0080-0140-0060.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Montana uses an agreement and articles of organization for inbound LLC conversion, a plan and articles of conversion for outbound conversion, and a plan and articles of domestication for jurisdiction changes.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-8-1210(3)-(6)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "35-8-1210. Conversion of partnership or limited partnership to limited liability company. (1) A partnership or limited partnership may be converted to a limited liability company pursuant to this section. (2) The terms and conditions of a conversion of a partnership or limited partnership to a limited liability company must be approved by all of the partners or by a number or percentage of the partners required for conversion in the partnership agreement. (3) An agreement of conversion must set forth the terms and conditions of the conversion of the interests of partners of a partnership or of a limited partnership, as the case may be, into interests in the converted limited liability company or cash or other consideration to be paid or delivered as a result of the conversion of the interests of the partners, or a combination of interests, cash, or other consideration. (4) After a conversion is approved under subsection (2), the partnership or limited partnership shall file articles of organization and all filing fees in the office of the secretary of state that satisfy the requirements of 35-8-202 and that contain: (a) a statement that the partnership or limited partnership was converted to a limited liability company from a partnership or limited partnership; (b) its former name; (c) a statement of the number of votes cast by the partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion under subsection (2); and (d) in the case of a limited partnership, a statement that the certificate of limited partnership is to be canceled as of the date on which the conversion took effect. (5) In the case of a limited partnership, the filing of articles of organization under subsection (4) cancels its certificate of limited partnership as of the date on which the conversion took effect. (6) A conversion takes effect when the articles of organization are filed in the office of the secretary of state or at any later date specified in the articles of organization. (7) A general partner who becomes a member of a limited liability company as a result of a conversion remains liable as a partner for any obligation incurred by the partnership or limited partnership before the conversion takes effect. (8) A general partner's liability for all obligations of the limited liability company incurred after the conversion takes effect is that of a member of the company. (9) A limited partner who becomes a member as a result of a conversion remains liable for obligations of the limited partnership only to the extent that the limited partner was liable for an obligation incurred by the limited partnership before the conversion takes effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/b55c3df7f96f738755838e2b6c20748731d42266fe266b0fc3156613624115fe.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b55c3df7f96f738755838e2b6c20748731d42266fe266b0fc3156613624115fe",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0100/0350-0080-0120-0100.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The LLC conversion provisions are domestic-only; a cross-jurisdiction domestication requires authorization under the other jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-8-1402(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "35-8-1402. Domestication authorized. (1) By complying with this part, a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction. (2) By complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/28727d5137142fbb2916c68453b339164e7fd7c91c904336c4961d3fd01aef79.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "28727d5137142fbb2916c68453b339164e7fd7c91c904336c4961d3fd01aef79",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0020/0350-0080-0140-0020.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Montana uses the statutory term “domestication” for same-type changes of jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-8-1401(4)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(4) \"Domestication\" means a transaction authorized by 35-8-1402.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/5837f2fedc832cc85c1f0b58da454ac4f4d86df2e346f34accc2c682541a33c8.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5837f2fedc832cc85c1f0b58da454ac4f4d86df2e346f34accc2c682541a33c8",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0010/0350-0080-0140-0010.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, good-standing, or revenue-department condition is stated in the complete captured LLC conversion and domestication sections.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/7f1f0f5d9f36ba3782ff6d14afb9ae506a08ea86dd0d5bc2b86e39cf6ac97e69.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f1f0f5d9f36ba3782ff6d14afb9ae506a08ea86dd0d5bc2b86e39cf6ac97e69",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0050/0350-0080-0120-0050.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-8-1404",
          "quote": "35-8-1404. Approval of domestication. (1) A plan of domestication is not effective unless it has been approved: (a) by a domestic domesticating entity: (i) in accordance with the requirements, if any, in its organic rules for approval of a domestication; (ii) if its organic rules do not provide for approval of a domestication, in accordance with the requirements, if any, in its organic law and organic rules for approval of a merger, as if the domestication were a merger; or (iii) by all of the interest holders of the entity entitled to vote on or consent to any matter if its organic law or organic rules do not provide for approval of a domestication or a merger; and (b) in a record, by each interest holder of a domestic domesticating entity that will have interest holder liability for debts, obligations, and other liabilities that arise after the domestication becomes effective, unless the entity is not a nonprofit corporation for which: (i) the organic rules of the entity in a record provide for the approval of a domestication in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders; and (ii) the interest holder consented in a record to or voted for that provision of the organic rules or became an interest holder after the adoption of that provision. (2) A domestication of a foreign domesticating entity is not effective unless it is approved in accordance with the law of the foreign entity's jurisdiction of formation.",
          "role": "domestication_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/16e1d29de7928caf5a6907f7a01b10877cd98e9870fbf586218f2208133c7329.html",
          "source_sha256": "16e1d29de7928caf5a6907f7a01b10877cd98e9870fbf586218f2208133c7329",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0040/0350-0080-0140-0040.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A converting limited partnership requires consent of all partners, while domestication follows the generic organic-rules, merger-rule, or unanimous fallback ladder.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-12-1503(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) Subject to 35-12-1515, a plan of conversion must be consented to by all the partners of a converting limited partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/039a8389083958ffcf73666643bc6dfc333697afc3958b4307826a1e90d2f14c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "039a8389083958ffcf73666643bc6dfc333697afc3958b4307826a1e90d2f14c",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0030/0350-0120-0150-0030.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.lp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-8-1407(1)",
          "quote": "(1) When a domestication becomes effective: (a) the domesticated entity: (i) is organized under and subject to the organic law of the domesticated entity; and (ii) is the same entity without interruption as the domesticating entity; (b) all property of the domesticating entity continues to be vested in the domesticated entity without transfer, reversion, or impairment; (c) all debts, obligations, and other liabilities of the domesticating entity continue as debts, obligations, and other liabilities of the domesticated entity; (d) except as otherwise provided by law or by the plan of domestication, all of the rights, privileges, immunities, powers, and purposes of the domesticating entity remain in the domesticated entity; (e) the name of the domesticated entity may be substituted for the name of the domesticating entity in any pending action or proceeding; (f) if the domesticated entity is a filing entity, its public organic record is effective; (g) the private organic rules of the domesticated entity that are to be in a record, if any, approved as part of the plan of domestication are effective; and (h) the interests in the domesticating entity are converted to the extent of and as approved in connection with the domestication and the domesticating entity's organic law. The interest holders of the domesticating entity are entitled only to the rights provided to them under the plan of domestication and to any appraisal rights they may have under the organic laws of the domesticating entity and any contractual appraisal rights they may have under the organic rules of the domesticating entity.",
          "role": "domestication_effect",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/766df62a396c75fadf3ebe996695d9ab3b3e8435bdfe5cbff23325f8baa268c5.html",
          "source_sha256": "766df62a396c75fadf3ebe996695d9ab3b3e8435bdfe5cbff23325f8baa268c5",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0070/0350-0080-0140-0070.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion or domestication continues the same entity and carries through property, obligations, rights, and pending proceedings.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-12-1505(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) An organization that has been converted pursuant to this part is for all purposes the same entity that existed before the conversion. (2) When a conversion takes effect: (a) all property owned by the converting organization remains vested in the converted organization; (b) all debts, liabilities, and other obligations of the converting organization continue as obligations of the converted organization; (c) an action or proceeding pending by or against the converting organization may be continued as if the conversion had not occurred; (d) except as prohibited by other law, all of the rights, privileges, immunities, powers, and purposes of the converting organization remain vested in the converted organization; and (e) except as otherwise provided in the plan of conversion, the terms and conditions of the plan of conversion take effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/f25434034545570272bd3d9553921f1db937287a23998e18568320bb5581bf74.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f25434034545570272bd3d9553921f1db937287a23998e18568320bb5581bf74",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0050/0350-0120-0150-0050.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-12-1503(1)",
          "quote": "(1) Subject to 35-12-1515, a plan of conversion must be consented to by all the partners of a converting limited partnership.",
          "role": "limited_partnership_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/039a8389083958ffcf73666643bc6dfc333697afc3958b4307826a1e90d2f14c.html",
          "source_sha256": "039a8389083958ffcf73666643bc6dfc333697afc3958b4307826a1e90d2f14c",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0030/0350-0120-0150-0030.html"
        },
        {
          "pinpoint": "MCA 35-12-1504",
          "quote": "35-12-1504. Filings required for conversion -- effective date. (1) After a plan of conversion is approved: (a) a converting limited partnership shall deliver to the secretary of state for filing articles of conversion, which must include: (i) a statement that the limited partnership has been converted into another organization; (ii) the name and form of the organization and the jurisdiction of its governing statute; (iii) the date the conversion is effective under the governing statute of the converted organization; (iv) a statement that the conversion was approved as required by this chapter; (v) a statement that the conversion was approved as required by the governing statute of the converted organization; (vi) if the converted organization is a foreign organization not authorized to transact business in this state, the street and mailing address of an office that the secretary of state may use for the purposes of 35-12-1505(3); and (vii) a statement that the certificate of limited partnership is to be canceled as of the date on which the conversion took effect; and (b) if the converting organization is not a converting limited partnership, the converting organization shall deliver to the secretary of state for filing a certificate of limited partnership, which must include, in addition to the information required by 35-12-601: (i) a statement that the limited partnership was converted from another organization; (ii) the name and form of the organization and the jurisdiction of its governing statute; and (iii) a statement that the conversion was approved in a manner that complied with the organization's governing statute. (2) In the case of a limited partnership, the filing of articles of organization under subsection (1)(a) cancels its certificate of limited partnership as of the date on which the conversion took effect. (3) A conversion becomes effective: (a) if the converted organization is a limited partnership, when the certificate of limited partnership takes effect; and (b) if the converted organization is not a limited partnership, as provided by the governing statute of the converted organization.",
          "role": "conversion_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/de2cc442f3f2431102b104b2ed63538eebd7e442950f67bf75e0405b3a5f001c.html",
          "source_sha256": "de2cc442f3f2431102b104b2ed63538eebd7e442950f67bf75e0405b3a5f001c",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0040/0350-0120-0150-0040.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Another organization may convert to a Montana limited partnership if the other organization's governing statute authorizes and does not prohibit the conversion and the filing rules are met.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-12-1502",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "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: (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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/61c68fa96af0bc6bc4f44c0326e12e2d518917077cad469a3857059b3beb7176.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "61c68fa96af0bc6bc4f44c0326e12e2d518917077cad469a3857059b3beb7176",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0020/0350-0120-0150-0020.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-12-1503(1)",
          "quote": "(1) Subject to 35-12-1515, a plan of conversion must be consented to by all the partners of a converting limited partnership.",
          "role": "limited_partnership_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/039a8389083958ffcf73666643bc6dfc333697afc3958b4307826a1e90d2f14c.html",
          "source_sha256": "039a8389083958ffcf73666643bc6dfc333697afc3958b4307826a1e90d2f14c",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0030/0350-0120-0150-0030.html"
        },
        {
          "pinpoint": "MCA 35-12-1504",
          "quote": "35-12-1504. Filings required for conversion -- effective date. (1) After a plan of conversion is approved: (a) a converting limited partnership shall deliver to the secretary of state for filing articles of conversion, which must include: (i) a statement that the limited partnership has been converted into another organization; (ii) the name and form of the organization and the jurisdiction of its governing statute; (iii) the date the conversion is effective under the governing statute of the converted organization; (iv) a statement that the conversion was approved as required by this chapter; (v) a statement that the conversion was approved as required by the governing statute of the converted organization; (vi) if the converted organization is a foreign organization not authorized to transact business in this state, the street and mailing address of an office that the secretary of state may use for the purposes of 35-12-1505(3); and (vii) a statement that the certificate of limited partnership is to be canceled as of the date on which the conversion took effect; and (b) if the converting organization is not a converting limited partnership, the converting organization shall deliver to the secretary of state for filing a certificate of limited partnership, which must include, in addition to the information required by 35-12-601: (i) a statement that the limited partnership was converted from another organization; (ii) the name and form of the organization and the jurisdiction of its governing statute; and (iii) a statement that the conversion was approved in a manner that complied with the organization's governing statute. (2) In the case of a limited partnership, the filing of articles of organization under subsection (1)(a) cancels its certificate of limited partnership as of the date on which the conversion took effect. (3) A conversion becomes effective: (a) if the converted organization is a limited partnership, when the certificate of limited partnership takes effect; and (b) if the converted organization is not a limited partnership, as provided by the governing statute of the converted organization.",
          "role": "conversion_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/de2cc442f3f2431102b104b2ed63538eebd7e442950f67bf75e0405b3a5f001c.html",
          "source_sha256": "de2cc442f3f2431102b104b2ed63538eebd7e442950f67bf75e0405b3a5f001c",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0040/0350-0120-0150-0040.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Montana limited partnership may convert to another organization if the other organization's governing statute authorizes and does not prohibit the conversion and the filing rules are met.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-12-1502",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "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: (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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/61c68fa96af0bc6bc4f44c0326e12e2d518917077cad469a3857059b3beb7176.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "61c68fa96af0bc6bc4f44c0326e12e2d518917077cad469a3857059b3beb7176",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0020/0350-0120-0150-0020.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-8-1401(5)",
          "quote": "(5) \"Entity\" means a limited liability company, professional limited liability company, general partnership, limited liability partnership, professional limited liability partnership, limited partnership, limited liability limited partnership, benefit corporation, or nonprofit corporation.",
          "role": "defined_entity_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/5837f2fedc832cc85c1f0b58da454ac4f4d86df2e346f34accc2c682541a33c8.html",
          "source_sha256": "5837f2fedc832cc85c1f0b58da454ac4f4d86df2e346f34accc2c682541a33c8",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0010/0350-0080-0140-0010.html"
        },
        {
          "pinpoint": "MCA 35-8-1404",
          "quote": "35-8-1404. Approval of domestication. (1) A plan of domestication is not effective unless it has been approved: (a) by a domestic domesticating entity: (i) in accordance with the requirements, if any, in its organic rules for approval of a domestication; (ii) if its organic rules do not provide for approval of a domestication, in accordance with the requirements, if any, in its organic law and organic rules for approval of a merger, as if the domestication were a merger; or (iii) by all of the interest holders of the entity entitled to vote on or consent to any matter if its organic law or organic rules do not provide for approval of a domestication or a merger; and (b) in a record, by each interest holder of a domestic domesticating entity that will have interest holder liability for debts, obligations, and other liabilities that arise after the domestication becomes effective, unless the entity is not a nonprofit corporation for which: (i) the organic rules of the entity in a record provide for the approval of a domestication in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders; and (ii) the interest holder consented in a record to or voted for that provision of the organic rules or became an interest holder after the adoption of that provision. (2) A domestication of a foreign domesticating entity is not effective unless it is approved in accordance with the law of the foreign entity's jurisdiction of formation.",
          "role": "approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/16e1d29de7928caf5a6907f7a01b10877cd98e9870fbf586218f2208133c7329.html",
          "source_sha256": "16e1d29de7928caf5a6907f7a01b10877cd98e9870fbf586218f2208133c7329",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0040/0350-0080-0140-0040.html"
        },
        {
          "pinpoint": "MCA 35-8-1406",
          "quote": "35-8-1406. Articles of domestication -- effective date of domestication. (1) Articles of domestication must be signed by the domesticating entity and delivered to the secretary of state for filing. (2) Articles of domestication must contain: (a) the name, jurisdiction of formation, and type of entity of the domesticating entity; (b) the name and jurisdiction of formation of the domesticated entity; (c) if the articles of domestication are not to be effective upon filing, the later date and time on which they will become effective, which may not be more than 90 days after the date of filing; (d) if the domesticating entity is a domestic entity, a statement that the plan of domestication was approved in accordance with this part or, if the domesticating entity is a foreign entity, a statement that the domestication was approved in accordance with the law of its jurisdiction of formation; (e) if the domesticated entity is a domestic filing entity, its public organic record as an attachment; (f) if the domesticated entity is a domestic limited liability partnership, its application for registration of a limited liability partnership as an attachment; and (g) if the domesticated entity is a foreign entity that is not a registered foreign entity, a statement designating a registered agent. (3) In addition to the requirements of subsection (2), articles of domestication may contain any other provision not prohibited by law. (4) If the domesticated 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 and may omit any provision that is not required to be included in a restatement of the public organic record. (5) A plan of domestication that is signed by a domesticating domestic entity and meets all of the requirements of subsection (2) may be delivered to the secretary of state for filing instead of articles of domestication and upon filing has the same effect. If a plan of domestication is filed as provided in this subsection, references in this chapter to articles of domestication refer to the plan of domestication filed under this subsection. (6) Articles of domestication are effective on the date and time of filing or the later date and time specified in the articles of domestication. (7) A domestication in which the domesticated entity is a domestic entity is effective when the articles of domestication are effective. A domestication in which the domesticated entity is a foreign entity is effective on the later of: (a) the date and time provided by the organic law of the domesticated entity; or (b) when the articles of domestication are effective.",
          "role": "filing_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/eddeb731f2b9fd69c1c122c46e6ef86128dc6bf9e4d3fc60be7f93ec3ca9130c.html",
          "source_sha256": "eddeb731f2b9fd69c1c122c46e6ef86128dc6bf9e4d3fc60be7f93ec3ca9130c",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0060/0350-0080-0140-0060.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign limited partnership may become a Montana limited partnership if the other jurisdiction authorizes it and the generic entity-domestication approval and filing rules are met.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-8-1402",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) By complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/28727d5137142fbb2916c68453b339164e7fd7c91c904336c4961d3fd01aef79.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "28727d5137142fbb2916c68453b339164e7fd7c91c904336c4961d3fd01aef79",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0020/0350-0080-0140-0020.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-8-1401(5)",
          "quote": "(5) \"Entity\" means a limited liability company, professional limited liability company, general partnership, limited liability partnership, professional limited liability partnership, limited partnership, limited liability limited partnership, benefit corporation, or nonprofit corporation.",
          "role": "defined_entity_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/5837f2fedc832cc85c1f0b58da454ac4f4d86df2e346f34accc2c682541a33c8.html",
          "source_sha256": "5837f2fedc832cc85c1f0b58da454ac4f4d86df2e346f34accc2c682541a33c8",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0010/0350-0080-0140-0010.html"
        },
        {
          "pinpoint": "MCA 35-8-1404",
          "quote": "35-8-1404. Approval of domestication. (1) A plan of domestication is not effective unless it has been approved: (a) by a domestic domesticating entity: (i) in accordance with the requirements, if any, in its organic rules for approval of a domestication; (ii) if its organic rules do not provide for approval of a domestication, in accordance with the requirements, if any, in its organic law and organic rules for approval of a merger, as if the domestication were a merger; or (iii) by all of the interest holders of the entity entitled to vote on or consent to any matter if its organic law or organic rules do not provide for approval of a domestication or a merger; and (b) in a record, by each interest holder of a domestic domesticating entity that will have interest holder liability for debts, obligations, and other liabilities that arise after the domestication becomes effective, unless the entity is not a nonprofit corporation for which: (i) the organic rules of the entity in a record provide for the approval of a domestication in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders; and (ii) the interest holder consented in a record to or voted for that provision of the organic rules or became an interest holder after the adoption of that provision. (2) A domestication of a foreign domesticating entity is not effective unless it is approved in accordance with the law of the foreign entity's jurisdiction of formation.",
          "role": "approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/16e1d29de7928caf5a6907f7a01b10877cd98e9870fbf586218f2208133c7329.html",
          "source_sha256": "16e1d29de7928caf5a6907f7a01b10877cd98e9870fbf586218f2208133c7329",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0040/0350-0080-0140-0040.html"
        },
        {
          "pinpoint": "MCA 35-8-1406",
          "quote": "35-8-1406. Articles of domestication -- effective date of domestication. (1) Articles of domestication must be signed by the domesticating entity and delivered to the secretary of state for filing. (2) Articles of domestication must contain: (a) the name, jurisdiction of formation, and type of entity of the domesticating entity; (b) the name and jurisdiction of formation of the domesticated entity; (c) if the articles of domestication are not to be effective upon filing, the later date and time on which they will become effective, which may not be more than 90 days after the date of filing; (d) if the domesticating entity is a domestic entity, a statement that the plan of domestication was approved in accordance with this part or, if the domesticating entity is a foreign entity, a statement that the domestication was approved in accordance with the law of its jurisdiction of formation; (e) if the domesticated entity is a domestic filing entity, its public organic record as an attachment; (f) if the domesticated entity is a domestic limited liability partnership, its application for registration of a limited liability partnership as an attachment; and (g) if the domesticated entity is a foreign entity that is not a registered foreign entity, a statement designating a registered agent. (3) In addition to the requirements of subsection (2), articles of domestication may contain any other provision not prohibited by law. (4) If the domesticated 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 and may omit any provision that is not required to be included in a restatement of the public organic record. (5) A plan of domestication that is signed by a domesticating domestic entity and meets all of the requirements of subsection (2) may be delivered to the secretary of state for filing instead of articles of domestication and upon filing has the same effect. If a plan of domestication is filed as provided in this subsection, references in this chapter to articles of domestication refer to the plan of domestication filed under this subsection. (6) Articles of domestication are effective on the date and time of filing or the later date and time specified in the articles of domestication. (7) A domestication in which the domesticated entity is a domestic entity is effective when the articles of domestication are effective. A domestication in which the domesticated entity is a foreign entity is effective on the later of: (a) the date and time provided by the organic law of the domesticated entity; or (b) when the articles of domestication are effective.",
          "role": "filing_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/eddeb731f2b9fd69c1c122c46e6ef86128dc6bf9e4d3fc60be7f93ec3ca9130c.html",
          "source_sha256": "eddeb731f2b9fd69c1c122c46e6ef86128dc6bf9e4d3fc60be7f93ec3ca9130c",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0060/0350-0080-0140-0060.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Montana limited partnership may become a foreign limited partnership if the other jurisdiction authorizes it and the generic entity-domestication approval and filing rules are met.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-8-1402",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) By complying with this part, a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/28727d5137142fbb2916c68453b339164e7fd7c91c904336c4961d3fd01aef79.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "28727d5137142fbb2916c68453b339164e7fd7c91c904336c4961d3fd01aef79",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0020/0350-0080-0140-0020.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-12-1502(1)",
          "quote": "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: (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.",
          "role": "operative_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/61c68fa96af0bc6bc4f44c0326e12e2d518917077cad469a3857059b3beb7176.html",
          "source_sha256": "61c68fa96af0bc6bc4f44c0326e12e2d518917077cad469a3857059b3beb7176",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0020/0350-0120-0150-0020.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The LP conversion act's defined “organization” classes are eligible for conversion into a limited partnership, subject to MCA 35-12-1502.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-12-1501(8)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(8) \"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. The term includes domestic and foreign organizations whether or not organized for profit.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/fc795dd64f462ba0327df096b528eaeb963f61f74656be73384b16901bb68b18.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fc795dd64f462ba0327df096b528eaeb963f61f74656be73384b16901bb68b18",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0010/0350-0120-0150-0010.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-12-1502(1)",
          "quote": "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: (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.",
          "role": "operative_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/61c68fa96af0bc6bc4f44c0326e12e2d518917077cad469a3857059b3beb7176.html",
          "source_sha256": "61c68fa96af0bc6bc4f44c0326e12e2d518917077cad469a3857059b3beb7176",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0020/0350-0120-0150-0020.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The LP conversion act's defined “organization” classes are eligible for conversion from a limited partnership, subject to MCA 35-12-1502.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-12-1501(8)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(8) \"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. The term includes domestic and foreign organizations whether or not organized for profit.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/fc795dd64f462ba0327df096b528eaeb963f61f74656be73384b16901bb68b18.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fc795dd64f462ba0327df096b528eaeb963f61f74656be73384b16901bb68b18",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0010/0350-0120-0150-0010.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.lp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "Montana SOS Business Services Filing Fees, Limited Partnerships",
          "quote": "Certificate Of Domestic Limited Partnership",
          "role": "official_fee_schedule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/mt-sos-business-fees.html",
          "source_sha256": "604bbd44bb42d17b4ba2981146d184e9892a370259b602351a9e0ee6f731c55e",
          "source_url": "https://sosmt.gov/business/fees/"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The conversion section identifies the articles or certificate filed; the official SOS schedule supplies the limited-partnership filing row.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-12-1504",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "35-12-1504. Filings required for conversion -- effective date. (1) After a plan of conversion is approved: (a) a converting limited partnership shall deliver to the secretary of state for filing articles of conversion, which must include: (i) a statement that the limited partnership has been converted into another organization; (ii) the name and form of the organization and the jurisdiction of its governing statute; (iii) the date the conversion is effective under the governing statute of the converted organization; (iv) a statement that the conversion was approved as required by this chapter; (v) a statement that the conversion was approved as required by the governing statute of the converted organization; (vi) if the converted organization is a foreign organization not authorized to transact business in this state, the street and mailing address of an office that the secretary of state may use for the purposes of 35-12-1505(3); and (vii) a statement that the certificate of limited partnership is to be canceled as of the date on which the conversion took effect; and (b) if the converting organization is not a converting limited partnership, the converting organization shall deliver to the secretary of state for filing a certificate of limited partnership, which must include, in addition to the information required by 35-12-601: (i) a statement that the limited partnership was converted from another organization; (ii) the name and form of the organization and the jurisdiction of its governing statute; and (iii) a statement that the conversion was approved in a manner that complied with the organization's governing statute. (2) In the case of a limited partnership, the filing of articles of organization under subsection (1)(a) cancels its certificate of limited partnership as of the date on which the conversion took effect. (3) A conversion becomes effective: (a) if the converted organization is a limited partnership, when the certificate of limited partnership takes effect; and (b) if the converted organization is not a limited partnership, as provided by the governing statute of the converted organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/de2cc442f3f2431102b104b2ed63538eebd7e442950f67bf75e0405b3a5f001c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "de2cc442f3f2431102b104b2ed63538eebd7e442950f67bf75e0405b3a5f001c",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0040/0350-0120-0150-0040.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-12-1504",
          "quote": "35-12-1504. Filings required for conversion -- effective date. (1) After a plan of conversion is approved: (a) a converting limited partnership shall deliver to the secretary of state for filing articles of conversion, which must include: (i) a statement that the limited partnership has been converted into another organization; (ii) the name and form of the organization and the jurisdiction of its governing statute; (iii) the date the conversion is effective under the governing statute of the converted organization; (iv) a statement that the conversion was approved as required by this chapter; (v) a statement that the conversion was approved as required by the governing statute of the converted organization; (vi) if the converted organization is a foreign organization not authorized to transact business in this state, the street and mailing address of an office that the secretary of state may use for the purposes of 35-12-1505(3); and (vii) a statement that the certificate of limited partnership is to be canceled as of the date on which the conversion took effect; and (b) if the converting organization is not a converting limited partnership, the converting organization shall deliver to the secretary of state for filing a certificate of limited partnership, which must include, in addition to the information required by 35-12-601: (i) a statement that the limited partnership was converted from another organization; (ii) the name and form of the organization and the jurisdiction of its governing statute; and (iii) a statement that the conversion was approved in a manner that complied with the organization's governing statute. (2) In the case of a limited partnership, the filing of articles of organization under subsection (1)(a) cancels its certificate of limited partnership as of the date on which the conversion took effect. (3) A conversion becomes effective: (a) if the converted organization is a limited partnership, when the certificate of limited partnership takes effect; and (b) if the converted organization is not a limited partnership, as provided by the governing statute of the converted organization.",
          "role": "conversion_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/de2cc442f3f2431102b104b2ed63538eebd7e442950f67bf75e0405b3a5f001c.html",
          "source_sha256": "de2cc442f3f2431102b104b2ed63538eebd7e442950f67bf75e0405b3a5f001c",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0040/0350-0120-0150-0040.html"
        },
        {
          "pinpoint": "MCA 35-8-1403",
          "quote": "35-8-1403. Plan of domestication. (1) A domestic entity may become a foreign entity in a domestication by approving a plan of domestication. The plan must be in a record and must contain: (a) the name and type of entity of the domesticating entity; (b) the name and jurisdiction of formation of the domesticated entity; (c) the manner of converting the interests in the domesticating entity into interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of these; (d) the proposed public organic record of the domesticated entity if it is a filing entity; (e) the full text of the private organic rules of the domesticated entity that are proposed to be in a record; (f) the other terms and conditions of the domestication; and (g) any other provision required by the law of this state or the organic rules of the domesticating entity. (2) In addition to the requirements of subsection (1), a plan of domestication may contain any other provision not prohibited by law.",
          "role": "domestication_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/11d91d480241fa181f52ebb40682f0fcb7ea9896e40deb524c4e9419f91ea4b4.html",
          "source_sha256": "11d91d480241fa181f52ebb40682f0fcb7ea9896e40deb524c4e9419f91ea4b4",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0030/0350-0080-0140-0030.html"
        },
        {
          "pinpoint": "MCA 35-8-1406",
          "quote": "35-8-1406. Articles of domestication -- effective date of domestication. (1) Articles of domestication must be signed by the domesticating entity and delivered to the secretary of state for filing. (2) Articles of domestication must contain: (a) the name, jurisdiction of formation, and type of entity of the domesticating entity; (b) the name and jurisdiction of formation of the domesticated entity; (c) if the articles of domestication are not to be effective upon filing, the later date and time on which they will become effective, which may not be more than 90 days after the date of filing; (d) if the domesticating entity is a domestic entity, a statement that the plan of domestication was approved in accordance with this part or, if the domesticating entity is a foreign entity, a statement that the domestication was approved in accordance with the law of its jurisdiction of formation; (e) if the domesticated entity is a domestic filing entity, its public organic record as an attachment; (f) if the domesticated entity is a domestic limited liability partnership, its application for registration of a limited liability partnership as an attachment; and (g) if the domesticated entity is a foreign entity that is not a registered foreign entity, a statement designating a registered agent. (3) In addition to the requirements of subsection (2), articles of domestication may contain any other provision not prohibited by law. (4) If the domesticated 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 and may omit any provision that is not required to be included in a restatement of the public organic record. (5) A plan of domestication that is signed by a domesticating domestic entity and meets all of the requirements of subsection (2) may be delivered to the secretary of state for filing instead of articles of domestication and upon filing has the same effect. If a plan of domestication is filed as provided in this subsection, references in this chapter to articles of domestication refer to the plan of domestication filed under this subsection. (6) Articles of domestication are effective on the date and time of filing or the later date and time specified in the articles of domestication. (7) A domestication in which the domesticated entity is a domestic entity is effective when the articles of domestication are effective. A domestication in which the domesticated entity is a foreign entity is effective on the later of: (a) the date and time provided by the organic law of the domesticated entity; or (b) when the articles of domestication are effective.",
          "role": "domestication_articles",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/eddeb731f2b9fd69c1c122c46e6ef86128dc6bf9e4d3fc60be7f93ec3ca9130c.html",
          "source_sha256": "eddeb731f2b9fd69c1c122c46e6ef86128dc6bf9e4d3fc60be7f93ec3ca9130c",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0060/0350-0080-0140-0060.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "LP conversion uses a plan plus articles of conversion outbound or a certificate of limited partnership inbound; domestication uses a plan and articles of domestication.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-12-1502(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "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: (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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/61c68fa96af0bc6bc4f44c0326e12e2d518917077cad469a3857059b3beb7176.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "61c68fa96af0bc6bc4f44c0326e12e2d518917077cad469a3857059b3beb7176",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0020/0350-0120-0150-0020.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.lp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "MCA 35-8-1402",
          "quote": "35-8-1402. Domestication authorized. (1) By complying with this part, a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction. (2) By complying with the provisions of this part applicable to foreign entities, a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation.",
          "role": "domestication_foreign_law_condition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/28727d5137142fbb2916c68453b339164e7fd7c91c904336c4961d3fd01aef79.html",
          "source_sha256": "28727d5137142fbb2916c68453b339164e7fd7c91c904336c4961d3fd01aef79",
          "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0020/0350-0080-0140-0020.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The other organization's governing statute must authorize and not prohibit conversion; same-type domestication also requires authorization under the other jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-12-1502(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "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: (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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/61c68fa96af0bc6bc4f44c0326e12e2d518917077cad469a3857059b3beb7176.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "61c68fa96af0bc6bc4f44c0326e12e2d518917077cad469a3857059b3beb7176",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0020/0350-0120-0150-0020.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Montana's generic entity-transactions part uses “domestication” and expressly includes limited partnerships in its entity definition.",
      "fetch_event_id": null,
      "pinpoint": "MCA 35-8-1401(4)-(5)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(4) \"Domestication\" means a transaction authorized by 35-8-1402. […] (5) \"Entity\" means a limited liability company, professional limited liability company, general partnership, limited liability partnership, professional limited liability partnership, limited partnership, limited liability limited partnership, benefit corporation, or nonprofit corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/5837f2fedc832cc85c1f0b58da454ac4f4d86df2e346f34accc2c682541a33c8.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5837f2fedc832cc85c1f0b58da454ac4f4d86df2e346f34accc2c682541a33c8",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0010/0350-0080-0140-0010.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#MT.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, good-standing, or revenue-department condition is stated in the complete captured LP conversion and generic domestication sections.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/MT/snapshots/c50/MT/fc795dd64f462ba0327df096b528eaeb963f61f74656be73384b16901bb68b18.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fc795dd64f462ba0327df096b528eaeb963f61f74656be73384b16901bb68b18",
      "source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0010/0350-0120-0150-0010.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §55-11A-02",
          "quote": "§ 55-11A-02. 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 corporation into which the converting business entity shall convert; (3) The terms and conditions of the conversion; and (4) The manner and basis for converting the interests in the converting business entity into shares, obligations, or other securities of the resulting domestic corporation or into cash or other property in whole or in part. (a1) The plan of conversion may contain other provisions relating to the conversion. (a2) The provisions of the plan of conversion, other than the provisions required by subdivisions (1) and (2) of subsection (a) of this section, may be made dependent on facts objectively ascertainable outside the plan of conversion if the plan of conversion sets forth the manner in which the facts will operate upon the affected provisions. The facts may include any of the following: (1) Statistical or market indices, market prices of any security or group of securities, interest rates, currency exchange rates, or similar economic or financial data. (2) A determination or action by the converting business entity or by any other person, group, or body. (3) The terms of, or actions taken under, an agreement to which the converting business entity is a party, or any other agreement or document. (b) The plan of conversion shall be approved in accordance with the laws of the state or country governing the organization and internal affairs of the converting business entity. (c) After a plan of conversion has been approved as provided in subsection (b) of this section, but before articles of incorporation for the resulting domestic corporation become effective, the plan of conversion may be amended or abandoned to the extent permitted by the laws that govern the organization and internal affairs of the converting business entity. (2001-387, s. 17; 2005-268, s. 29.)",
          "role": "inbound approval under converting law",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
          "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The board and voting shareholders approve a corporation conversion plan under the stated majority and personal-liability-consent rules.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §55-11A-11(b)-(f)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 55-11A-11. Plan of conversion. (a) The converting domestic corporation shall approve a written plan of conversion containing all of the following: (1) The name of the converting domestic corporation. (2) The name of the resulting business entity into which the domestic corporation shall convert, its type of business entity, and the state or country whose laws govern its organization and internal affairs. (3) The terms and conditions of the conversion. (4) The manner and basis for converting the shares of the domestic corporation into interests, obligations, or securities of the resulting business entity or into cash or other property in whole or in part. (a1) The plan of conversion may contain other provisions relating to the conversion. (a2) The provisions of the plan of conversion, other than the provisions required by subdivisions (1) and (2) of subsection (a) of this section, may be made dependent on facts objectively ascertainable outside the plan of conversion if the plan of conversion sets forth the manner in which the facts will operate upon the affected provisions. The facts may include any of the following: (1) Statistical or market indices, market prices of any security or group of securities, interest rates, currency exchange rates, or similar economic or financial data. (2) A determination or action by the converting domestic corporation or by any other person, group, or body. (3) The terms of, or actions taken under, an agreement to which the converting domestic corporation is a party, or any other agreement or document. (b) The following requirements shall be met for a plan of conversion to be approved: (1) The board of directors shall recommend to the shareholders that the plan of conversion be approved, unless one of the following circumstances exist, in which event the board of directors shall communicate the basis for not recommending approval of the plan of conversion to the shareholders at the time it submits the plan of conversion to the shareholders: a. The board of directors determines that, because of conflict of interest or other special circumstances, it should not make a recommendation that the shareholders approve the plan of conversion. b. G.S. 55-8-26 applies. (2) The shareholders entitled to vote shall approve the plan of conversion. (c) The board of directors may condition its submission of the proposed conversion on any basis. (d) The corporation shall notify each shareholder, whether or not entitled to vote, of the proposed shareholders' meeting in accordance with G.S. 55-7-05. The notice shall state that the purpose, or one of the purposes, of the meeting is to consider the plan of conversion and contain or be accompanied by a copy of the plan. (e) Unless this Chapter, the articles of incorporation, a bylaw adopted by the shareholders or the board of directors, acting pursuant to subsection (c) of this section, require a greater vote or a vote by voting groups, the plan of conversion to be authorized shall be approved by each voting group entitled to vote separately on the plan by a majority of all the votes entitled to be cast on the plan by that voting group and, for the purpose of Article 9 of this Chapter or any provision in the articles of incorporation or bylaws adopted prior to January 1, 2002, a conversion shall be deemed to be included within the term \"merger\". If any shareholder of the converting domestic corporation has or will have personal liability for any existing or future obligation of the resulting business entity solely as a result of holding an interest in the resulting business entity, then in addition to the requirements of the preceding sentence, approval of the plan of conversion by the domestic corporation shall require the affirmative vote or written consent of that shareholder. (f) Separate voting by voting groups is required on a plan of conversion if the plan contains a provision that, if contained in a proposed amendment to articles of incorporation, would require action by one or more separate voting groups on the proposed amendment under G.S. 55-10-04, except where the consideration to be received in exchange for the shares of that group consists solely of cash. (g) After a plan of conversion has been approved by a domestic corporation but before the articles of conversion become effective, the plan of conversion (i) may be amended as provided in the plan of conversion, or (ii) may be abandoned, subject to any contractual rights, as provided in the plan of conversion or, if there is no such provision, as determined by the board of directors without further shareholder action. (2001-387, s. 17; 2005-268, s. 30; 2013-153, s. 11.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §55-11A-04",
          "quote": "§ 55-11A-04. Effects of conversion. When the conversion takes effect: (1) The converting business entity ceases its prior form of organization and continues in existence as the resulting domestic corporation; (2) The title to all real estate and other property owned by the converting business entity continues vested in the resulting domestic corporation without reversion or impairment; (3) All liabilities of the converting business entity continue as liabilities of the resulting domestic corporation; (4) A proceeding pending by or against the converting business entity may be continued as if the conversion did not occur; and (5) The interests in the converting business entity that are to be converted into shares, obligations, or other securities of the resulting domestic corporation or into the right to receive cash or other property are thereupon so converted, and the former holders of interests in the converting business entity are entitled only to the rights provided in the plan of conversion. The conversion shall not affect the liability or absence of liability of any holder of an interest in the converting business entity for any acts, omissions, or obligations of the converting business entity made or incurred prior to the effectiveness of the conversion. The cessation of the existence of the converting business entity in its prior form of organization in the conversion shall not constitute a dissolution or termination of the converting business entity. (2001-387, s. 17.)",
          "role": "inbound conversion effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
          "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The converting entity continues in the resulting form; property, liabilities, and pending proceedings continue without dissolution or termination.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §55-11A-13",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 55-11A-13. Effects of conversion. (a) When the conversion takes effect: (1) The converting domestic corporation 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 corporation continues vested in the resulting business entity without reversion or impairment; (3) All liabilities of the converting domestic corporation continue as liabilities of the resulting business entity; (4) A proceeding pending by or against the converting domestic corporation may be continued as if the conversion did not occur; (5) The shares in the converting domestic corporation that are to be converted into interests, obligations, or securities of the resulting business entity or into the right to receive cash or other property are thereupon so converted, and the former shareholders of the converting domestic corporation are entitled only to the rights provided in the plan of conversion or any rights they may have under Article 13 of this Chapter; and (6) The resulting business entity is deemed to agree that it will promptly pay to the former shareholders of the converting domestic corporation exercising appraisal rights the amount, if any, to which they are entitled under Article 13 of this Chapter and otherwise to comply with the requirements of Article 13 as if it were a domestic corporation. The conversion shall not affect the liability or absence of liability of any shareholder of the converting domestic corporation for any acts, omissions, or obligations of the converting domestic corporation made or incurred prior to the effectiveness of the conversion. The cessation of the existence of the converting domestic corporation in its form of organization as a domestic corporation in the conversion shall not constitute a dissolution or termination of the converting domestic corporation. (b) If the resulting business entity is not a domestic limited liability company or a domestic limited partnership, when the conversion takes effect the resulting business entity is deemed: (1) To agree that it may be served with process in this State for enforcement of (i) any obligation of the converting domestic corporation, (ii) the appraisal rights of shareholders of the converting domestic corporation under Article 13 of this Chapter, and (iii) any obligation of the resulting business entity arising from the conversion; and (2) To have appointed the Secretary of State as its agent for service of process in any proceeding described in subdivision (1) of this subsection. Service on the Secretary of State of any such process shall be made by delivering to and leaving with the Secretary of State, or with any clerk authorized by the Secretary of State to accept service of process, duplicate copies of the process and the fee required by G.S. 55-1-22(b). Upon receipt of service of process on behalf of a resulting business entity in the manner provided for in this section, the Secretary of State shall immediately mail a copy of the process by registered or certified mail, return receipt requested, to the resulting business entity. If the resulting business entity is authorized to transact business or conduct affairs in this State, the address for mailing shall be its principal office designated in the latest document filed with the Secretary of State that is authorized by law to designate the principal office or, if there is no principal office on file, its registered office. If the resulting business entity is not authorized to transact business or conduct affairs in this State, the address for mailing shall be the mailing address designated pursuant to G.S. 55-11A-12(a)(2). (2001-387, s. 17; 2011-347, ss. 10, 11.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "North Carolina conditionally authorizes conversion into a domestic CORP when the governing entity law permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §55-11A-01",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 55-11A-01. Conversion. A business entity, other than a domestic corporation, may convert to a domestic corporation 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, to the extent applicable, the laws referred to in subdivision (1) of this section. (2001-387, s. 17.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "North Carolina conditionally authorizes conversion out of a domestic CORP when the governing entity law permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §55-11A-10",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 55-11A-10. Conversion. A domestic corporation 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 corporation complies with the requirements of this Part and, to the extent applicable, the laws referred to in subdivision (1) of this section. (2001-387, s. 17.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §55-1-40(2a)",
          "quote": "(2a) Business entity, as used in G.S. 55-11-10 and Article 11A of this Chapter. - A domestic corporation, including a professional corporation as defined in G.S. 55B-2, a foreign corporation, a domestic or foreign nonprofit corporation, a domestic or foreign limited liability company, a domestic or foreign limited partnership, a registered limited liability partnership or foreign limited liability partnership as defined in G.S. 59-32, or any other partnership as defined in G.S. 59-36 whether or not formed under the laws of this State.",
          "role": "foreign same-form eligibility",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
          "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign CORP may become a North Carolina CORP through the statute's conversion procedure when its governing law permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §55-11A-01",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 55-11A-01. Conversion. A business entity, other than a domestic corporation, may convert to a domestic corporation 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, to the extent applicable, the laws referred to in subdivision (1) of this section. (2001-387, s. 17.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §55-1-40(2a)",
          "quote": "(2a) Business entity, as used in G.S. 55-11-10 and Article 11A of this Chapter. - A domestic corporation, including a professional corporation as defined in G.S. 55B-2, a foreign corporation, a domestic or foreign nonprofit corporation, a domestic or foreign limited liability company, a domestic or foreign limited partnership, a registered limited liability partnership or foreign limited liability partnership as defined in G.S. 59-32, or any other partnership as defined in G.S. 59-36 whether or not formed under the laws of this State.",
          "role": "foreign same-form eligibility",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
          "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A North Carolina CORP may become a foreign CORP through conversion when the destination law permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §55-11A-10",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 55-11A-10. Conversion. A domestic corporation 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 corporation complies with the requirements of this Part and, to the extent applicable, the laws referred to in subdivision (1) of this section. (2001-387, s. 17.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §55-11A-01",
          "quote": "§ 55-11A-01. Conversion. A business entity, other than a domestic corporation, may convert to a domestic corporation 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, to the extent applicable, the laws referred to in subdivision (1) of this section. (2001-387, s. 17.)",
          "role": "operative inbound authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
          "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The CORP inbound-conversion provision uses the statute's defined domestic-and-foreign entity universe, excluding only the domestic destination form.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §55-1-40(2a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2a) Business entity, as used in G.S. 55-11-10 and Article 11A of this Chapter. - A domestic corporation, including a professional corporation as defined in G.S. 55B-2, a foreign corporation, a domestic or foreign nonprofit corporation, a domestic or foreign limited liability company, a domestic or foreign limited partnership, a registered limited liability partnership or foreign limited liability partnership as defined in G.S. 59-32, or any other partnership as defined in G.S. 59-36 whether or not formed under the laws of this State.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §55-11A-10",
          "quote": "§ 55-11A-10. Conversion. A domestic corporation 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 corporation complies with the requirements of this Part and, to the extent applicable, the laws referred to in subdivision (1) of this section. (2001-387, s. 17.)",
          "role": "operative outbound authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
          "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic CORP may convert to a different entity in the statute's defined domestic-and-foreign entity universe.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §55-1-40(2a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2a) Business entity, as used in G.S. 55-11-10 and Article 11A of this Chapter. - A domestic corporation, including a professional corporation as defined in G.S. 55B-2, a foreign corporation, a domestic or foreign nonprofit corporation, a domestic or foreign limited liability company, a domestic or foreign limited partnership, a registered limited liability partnership or foreign limited liability partnership as defined in G.S. 59-32, or any other partnership as defined in G.S. 59-36 whether or not formed under the laws of this State.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The North Carolina CORP statute locates the standalone articles-of-conversion filing fee at N.C.G.S. §55-1-22(a)(12a).",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §55-1-22(a)(12a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(12a) Articles of conversion (other than articles of conversion included as part of another document) 50.00",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §55-11A-03",
          "quote": "§ 55-11A-03. Filing of articles of incorporation by converting entity. (a) After a plan of conversion has been approved by the converting business entity as provided in G.S. 55-11A-02, the converting business entity shall deliver articles of incorporation to the Secretary of State for filing. In addition to the matters required or permitted by G.S. 55-2-02, the articles of incorporation shall contain articles of conversion stating: (1) That the corporation is being formed pursuant to a conversion of a business entity; (2) 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; and (3) That a plan of conversion has been approved by the converting business entity as required by law. (b) If the plan of conversion is abandoned after the articles of incorporation have been filed with the Secretary of State but before the articles of incorporation become effective, the converting business entity shall deliver to the Secretary of State for filing prior to the time the articles of incorporation become effective an amendment to the articles of incorporation withdrawing the articles of incorporation. (c) The conversion takes effect when the articles of incorporation become effective. (d) Certificates of conversion shall also be registered as provided in G.S. 47-18.1. (2001-387, s. 17.)",
          "role": "inbound filing instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
          "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The CORP conversion uses a written plan and filed conversion articles or formation document, as the direction requires.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §55-11A-12",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 55-11A-12. Articles of conversion. (a) After a plan of conversion has been approved by the converting domestic corporation as provided in G.S. 55-11A-11, the converting domestic corporation 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 corporation; (2) The name of the resulting business entity, its type of business entity, the state or country whose laws govern its organization and internal affairs, and, if the resulting business entity is not authorized to transact business or conduct affairs in this State, a designation of its mailing address and a commitment to file with the Secretary of State a statement of any subsequent change in its mailing address; and (3) That a plan of conversion has been approved by the domestic corporation as required by law. (b) If the domestic corporation is converting to a business entity whose formation, or whose status as a registered limited liability partnership as defined in G.S. 59-32, requires the filing of a document with the Secretary of State, then notwithstanding subsection (a) of this section, the articles of conversion shall be included as part of that document and shall contain the information required by the laws governing the organization and internal affairs of the resulting business entity. (c) If the plan of conversion is abandoned after the articles of conversion have been filed with the Secretary of State but before the articles of conversion become effective, the converting domestic corporation shall deliver to the Secretary of State for filing prior to the time the articles of conversion become effective an amendment to the articles of conversion withdrawing the articles of conversion. (d) The conversion takes effect when the articles of conversion become effective. (e) Certificates of conversion shall also be registered as provided in G.S. 47-18.1. (2001-387, s. 17; 2001-487, s. 62(d).)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §55-11A-01",
          "quote": "§ 55-11A-01. Conversion. A business entity, other than a domestic corporation, may convert to a domestic corporation 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, to the extent applicable, the laws referred to in subdivision (1) of this section. (2001-387, s. 17.)",
          "role": "inbound paired-law requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
          "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The law governing the converting or resulting foreign entity must permit the conversion, and the converting entity must comply with applicable law.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §55-11A-10",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 55-11A-10. Conversion. A domestic corporation 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 corporation complies with the requirements of this Part and, to the extent applicable, the laws referred to in subdivision (1) of this section. (2001-387, s. 17.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The North Carolina CORP statute uses conversion, rather than domestication, for covered same-form interstate moves.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §55-11A-01",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 55-11A-01. Conversion. A business entity, other than a domestic corporation, may convert to a domestic corporation 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, to the extent applicable, the laws referred to in subdivision (1) of this section. (2001-387, s. 17.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in the mapped North Carolina CORP conversion provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/NC/6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6e58772a81444279914192100ccab036f73c3b387403970f55ce0c29d54b2375",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §57D-9-21",
          "quote": "§ 57D-9-21. Plan of conversion. (a) The converting entity must approve a written plan of conversion containing the following: (1) The name, type of entity, and jurisdiction whose law governs the organization and internal affairs of the converting entity immediately before the conversion. (2) A statement that the converting entity will deliver to the Secretary of State for filing articles of organization and conversion for the purpose of converting the eligible entity into an LLC. (3) The name the entity will have when the conversion becomes effective. (4) The terms and conditions of the conversion. (5) The manner and basis for converting the interests in the converting entity into ownership interests, obligations, or securities of the surviving entity or into cash or other property or any combination thereof. (b) The plan of conversion may contain other provisions relating to the conversion. (c) The provisions of the plan of conversion, other than the provisions required by subdivisions (1) and (2) of subsection (a) of this section, may be made dependent on facts objectively ascertainable outside the plan of conversion if the plan of conversion provides the manner in which the facts will operate on the affected provisions. The facts may include, for example, any of the following: (1) Statistical or market indices, market prices of any security or group of securities, interest rates, currency exchange rates, or similar economic or financial data. (2) A determination or action by the converting entity or by any other person, group, or body. (3) The terms of, or actions taken under, an agreement to which the converting entity is a party or any other agreement or document. (d) The plan of conversion must be approved in accordance with the law governing the organization and internal affairs of the converting entity immediately before the conversion. (e) After a plan of conversion has been approved as provided in subsection (d) of this section, but before articles of conversion become effective, the plan of conversion may be amended or abandoned to the extent permitted by the law that governs the organization and internal affairs of the converting entity. (2013-157, s. 2.)",
          "role": "inbound approval under converting law",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
          "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "All members must approve an LLC conversion plan, and any owner acquiring personal liability must also approve it.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §57D-9-31(d)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 57D-9-31. Plan of conversion. (a) The converting LLC must approve a written plan of conversion containing the following: (1) The name of the converting LLC immediately before the conversion. (2) The name the surviving entity will have, the type of entity it will be, and the jurisdiction whose law will govern its organization and internal affairs when the conversion becomes effective. (3) The terms and conditions of the conversion. (4) The manner and basis for converting the ownership interests in the converting LLC into interests, obligations, or securities of the surviving entity or into cash or other property or any combination thereof. (b) The plan of conversion may contain other provisions pertaining to the conversion. (c) The provisions of the plan of conversion, other than the provisions required by subdivisions (1) and (2) of subsection (a) of this section, may be made dependent on facts objectively ascertainable outside the plan of conversion if the plan of conversion provides the manner in which the facts will operate on the affected provisions. The facts may include, for example, any of the following: (1) Statistical or market indices, market prices of any security or group of securities, interest rates, currency exchange rates, or similar economic or financial data. (2) A determination or action by the converting LLC or by any other person, group, or body. (3) The terms of, or actions taken under, an agreement to which the converting LLC is a party or any other agreement or document. (d) The converting LLC shall provide a copy of the plan of conversion to each member of the converting LLC prior to its approval. Under G.S. 57D-3-03(5), all of the members of the converting LLC must approve the plan of conversion. In addition, any economic interest owner of the converting LLC who because of the conversion will become personally liable upon the conversion for liabilities of the surviving entity, whether arising before or after the conversion, must approve the plan of conversion. (e) After a plan of conversion has been approved by the converting LLC as provided in subsection (d) of this section, but before the articles of conversion become effective, the plan of conversion may be amended or abandoned as follows: (1) The plan of conversion may be amended as provided in the plan of conversion or, if not so provided, as approved by the converting LLC in the manner provided in subsection (d) of this section. (2) The plan of conversion may be abandoned, subject to any contractual rights, as provided in the plan of conversion or if not so provided as approved by the converting LLC in the manner provided in subsection (d) of this section. (2013-157, s. 2.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §57D-9-23",
          "quote": "§ 57D-9-23. Effective date; effects of conversion. (a) The conversion takes effect when the articles of organization and conversion of the converting entity filed by the Secretary of State become effective, at which time the following shall occur: (1) The converting entity ceases its prior form of organization and continues in existence as the surviving entity. (2) The title to all real estate and other property owned by the converting entity continues to be vested in the surviving entity without reversion or impairment. (3) All liabilities of the converting entity continue as liabilities of the surviving entity. (4) A proceeding pending by or against the converting entity remains pending by or against the surviving entity as if the conversion did not occur. (5) The equity or beneficial ownership interests in the converting entity that are to be converted into ownership interests, obligations, or securities of the surviving entity or into the right to receive cash or other property are thereupon so converted, and the former holders of equity or beneficial ownership interests in the converting entity are entitled only to the rights provided, including by reference, in the plan of conversion and the surviving entity's operating agreement. (b) The conversion does not affect the liability or absence of liability of an equity or beneficial owner of the converting entity for any acts, omissions, or obligations of the converting entity made or incurred prior to the effectiveness of the conversion. A conversion under this Part does not constitute a dissolution or termination of the converting entity. (2013-157, s. 2.)",
          "role": "inbound conversion effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
          "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The converting entity continues in the resulting form; property, liabilities, and pending proceedings continue without dissolution or termination.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §57D-9-33",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 57D-9-33. Effects of conversion. (a) When the conversion takes effect, the following shall occur: (1) The converting LLC ceases its prior form of organization and continues in existence as the surviving entity. (2) The title to all real estate and other property owned by the converting LLC continues to be vested in the surviving entity without reversion or impairment. (3) All liabilities of the converting LLC continue as liabilities of the surviving entity. (4) A proceeding pending by or against the converting LLC remains pending by or against the surviving entity as if the conversion did not occur. (5) The ownership interests in the converting LLC that are to be converted into equity or beneficial ownership interests, obligations, or securities of the surviving entity or into the right to receive cash or other property are thereupon so converted, and the former holders of ownership interests in the converting LLC are entitled only to the rights provided, including by reference, in the plan of conversion. (b) The conversion does not affect the liability or absence of liability of any interest owner of the converting LLC for any acts, omissions, or obligations of the converting LLC made or incurred prior to the effectiveness of the conversion. A conversion under this Part does not constitute a dissolution or termination of the converting LLC. (c) If the surviving entity is not a domestic corporation or a domestic limited partnership at the time the conversion takes effect, the surviving entity is deemed to consent to each of the following: (1) That it may be served with process in this State in any proceeding to enforce any obligation of (i) the converting LLC, if before the conversion the converting LLC was subject to suit in this State on the obligation or (ii) the surviving entity arising from the conversion. (2) That it has appointed the Secretary of State as its agent for service of process in any such proceeding. Service of process on the Secretary of State must be made by delivering to the Secretary of State or to any clerk authorized by the Secretary of State to accept service of process duplicate copies of the process and the fee required by G.S. 57D-1-22(b). Upon receipt of service of process on behalf of a surviving entity in the manner provided for in this section, the Secretary of State shall immediately mail a copy of the process by registered or certified mail, return receipt requested, to the surviving entity. If the surviving entity is authorized to transact business in this State, the address for mailing will be its principal office designated in the latest document filed by the Secretary of State that is authorized by law to designate the principal office or, if there is no principal office on file, its registered office. If the surviving entity is not authorized to transact business in this State, the address for mailing will be the mailing address of the surviving entity provided under G.S. 57D-9-32(a)(3). (2013-157, s. 2.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "North Carolina conditionally authorizes conversion into a domestic LLC when the governing entity law permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §57D-9-20",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 57D-9-20. Conversion. (a) An eligible entity other than an LLC may convert to an LLC if both of the following requirements are met: (1) The conversion is permitted by the law governing the organization and internal affairs of the converting entity. (2) The converting entity complies with the requirements of this Part and, to the extent applicable, the law governing its organization and internal affairs immediately before the conversion. (b) The conversion of a charitable or religious corporation to an LLC is permitted by law if the sole member of the surviving entity immediately after the conversion is a charitable or religious corporation. This subsection shall not limit the ability of an eligible entity to convert to an LLC if otherwise permitted by law. (c) For purposes of this section, charitable or religious corporation shall be as defined in G.S. 55A-1-40(4). (2013-157, s. 2; 2016-114, s. 3.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "North Carolina conditionally authorizes conversion out of a domestic LLC when the governing entity law permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §57D-9-30",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 57D-9-30. Conversion. An LLC may convert to a different eligible entity if both of the following requirements are met: (1) The conversion is permitted by the law that will govern the organization and internal affairs of the surviving entity. (2) The converting LLC complies with the requirements of this Part and to the extent applicable the law that will govern the organization and internal affairs of the surviving entity. (2013-157, s. 2.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.llc.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §57D-9-01(4)",
          "quote": "§ 57D-9-01. Definitions. Unless otherwise specifically provided, the following definitions apply in this Article: (1) Articles of organization and conversion. - The document filed by the Secretary of State under G.S. 57D-9-22 for the purpose of converting an eligible entity into an LLC. (2) Converting entity. - An eligible entity that converts into another eligible entity pursuant to Part 2 or Part 3 of this Article 9. (3) Converting LLC. - A converting entity that is an LLC. (4) Eligible entity. - A corporation, including a professional corporation as defined in G.S. 55B-2 and a foreign professional corporation defined in G.S. 55B-16, a domestic or foreign nonprofit corporation, a limited liability company, a domestic or foreign limited partnership, a registered limited liability partnership or foreign limited liability partnership as defined in G.S. 59-32, or any other partnership as defined in G.S. 59-36, whether or not formed under the laws of this State. (5) Merging entity. - An eligible entity that is a party to a merger. (6) Merging LLC. - A merging entity that is an LLC. (7) Surviving entity. - The eligible entity into which a converting entity converts or into which an eligible entity is merged. (2013-157, s. 2.)",
          "role": "foreign same-form eligibility",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
          "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign LLC may become a North Carolina LLC through the statute's conversion procedure when its governing law permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §57D-9-20",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 57D-9-20. Conversion. (a) An eligible entity other than an LLC may convert to an LLC if both of the following requirements are met: (1) The conversion is permitted by the law governing the organization and internal affairs of the converting entity. (2) The converting entity complies with the requirements of this Part and, to the extent applicable, the law governing its organization and internal affairs immediately before the conversion. (b) The conversion of a charitable or religious corporation to an LLC is permitted by law if the sole member of the surviving entity immediately after the conversion is a charitable or religious corporation. This subsection shall not limit the ability of an eligible entity to convert to an LLC if otherwise permitted by law. (c) For purposes of this section, charitable or religious corporation shall be as defined in G.S. 55A-1-40(4). (2013-157, s. 2; 2016-114, s. 3.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §57D-9-01(4)",
          "quote": "§ 57D-9-01. Definitions. Unless otherwise specifically provided, the following definitions apply in this Article: (1) Articles of organization and conversion. - The document filed by the Secretary of State under G.S. 57D-9-22 for the purpose of converting an eligible entity into an LLC. (2) Converting entity. - An eligible entity that converts into another eligible entity pursuant to Part 2 or Part 3 of this Article 9. (3) Converting LLC. - A converting entity that is an LLC. (4) Eligible entity. - A corporation, including a professional corporation as defined in G.S. 55B-2 and a foreign professional corporation defined in G.S. 55B-16, a domestic or foreign nonprofit corporation, a limited liability company, a domestic or foreign limited partnership, a registered limited liability partnership or foreign limited liability partnership as defined in G.S. 59-32, or any other partnership as defined in G.S. 59-36, whether or not formed under the laws of this State. (5) Merging entity. - An eligible entity that is a party to a merger. (6) Merging LLC. - A merging entity that is an LLC. (7) Surviving entity. - The eligible entity into which a converting entity converts or into which an eligible entity is merged. (2013-157, s. 2.)",
          "role": "foreign same-form eligibility",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
          "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A North Carolina LLC may become a foreign LLC through conversion when the destination law permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §57D-9-30",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 57D-9-30. Conversion. An LLC may convert to a different eligible entity if both of the following requirements are met: (1) The conversion is permitted by the law that will govern the organization and internal affairs of the surviving entity. (2) The converting LLC complies with the requirements of this Part and to the extent applicable the law that will govern the organization and internal affairs of the surviving entity. (2013-157, s. 2.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §57D-9-20",
          "quote": "§ 57D-9-20. Conversion. (a) An eligible entity other than an LLC may convert to an LLC if both of the following requirements are met: (1) The conversion is permitted by the law governing the organization and internal affairs of the converting entity. (2) The converting entity complies with the requirements of this Part and, to the extent applicable, the law governing its organization and internal affairs immediately before the conversion. (b) The conversion of a charitable or religious corporation to an LLC is permitted by law if the sole member of the surviving entity immediately after the conversion is a charitable or religious corporation. This subsection shall not limit the ability of an eligible entity to convert to an LLC if otherwise permitted by law. (c) For purposes of this section, charitable or religious corporation shall be as defined in G.S. 55A-1-40(4). (2013-157, s. 2; 2016-114, s. 3.)",
          "role": "operative inbound authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
          "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The LLC inbound-conversion provision uses the statute's defined domestic-and-foreign entity universe, excluding only the domestic destination form.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §57D-9-01(4)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 57D-9-01. Definitions. Unless otherwise specifically provided, the following definitions apply in this Article: (1) Articles of organization and conversion. - The document filed by the Secretary of State under G.S. 57D-9-22 for the purpose of converting an eligible entity into an LLC. (2) Converting entity. - An eligible entity that converts into another eligible entity pursuant to Part 2 or Part 3 of this Article 9. (3) Converting LLC. - A converting entity that is an LLC. (4) Eligible entity. - A corporation, including a professional corporation as defined in G.S. 55B-2 and a foreign professional corporation defined in G.S. 55B-16, a domestic or foreign nonprofit corporation, a limited liability company, a domestic or foreign limited partnership, a registered limited liability partnership or foreign limited liability partnership as defined in G.S. 59-32, or any other partnership as defined in G.S. 59-36, whether or not formed under the laws of this State. (5) Merging entity. - An eligible entity that is a party to a merger. (6) Merging LLC. - A merging entity that is an LLC. (7) Surviving entity. - The eligible entity into which a converting entity converts or into which an eligible entity is merged. (2013-157, s. 2.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §57D-9-30",
          "quote": "§ 57D-9-30. Conversion. An LLC may convert to a different eligible entity if both of the following requirements are met: (1) The conversion is permitted by the law that will govern the organization and internal affairs of the surviving entity. (2) The converting LLC complies with the requirements of this Part and to the extent applicable the law that will govern the organization and internal affairs of the surviving entity. (2013-157, s. 2.)",
          "role": "operative outbound authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
          "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic LLC may convert to a different entity in the statute's defined domestic-and-foreign entity universe.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §57D-9-01(4)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 57D-9-01. Definitions. Unless otherwise specifically provided, the following definitions apply in this Article: (1) Articles of organization and conversion. - The document filed by the Secretary of State under G.S. 57D-9-22 for the purpose of converting an eligible entity into an LLC. (2) Converting entity. - An eligible entity that converts into another eligible entity pursuant to Part 2 or Part 3 of this Article 9. (3) Converting LLC. - A converting entity that is an LLC. (4) Eligible entity. - A corporation, including a professional corporation as defined in G.S. 55B-2 and a foreign professional corporation defined in G.S. 55B-16, a domestic or foreign nonprofit corporation, a limited liability company, a domestic or foreign limited partnership, a registered limited liability partnership or foreign limited liability partnership as defined in G.S. 59-32, or any other partnership as defined in G.S. 59-36, whether or not formed under the laws of this State. (5) Merging entity. - An eligible entity that is a party to a merger. (6) Merging LLC. - A merging entity that is an LLC. (7) Surviving entity. - The eligible entity into which a converting entity converts or into which an eligible entity is merged. (2013-157, s. 2.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The North Carolina LLC statute locates the standalone articles-of-conversion filing fee at N.C.G.S. §57D-1-22(a)(13).",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §57D-1-22(a)(13)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(13) Articles of conversion (other than articles of conversion included as 50.00 part of another document)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §57D-9-22",
          "quote": "§ 57D-9-22. Filing of articles of organization and conversion by the converting entity. (a) After a plan of conversion has been approved by the converting entity as provided in G.S. 57D-9-21, the converting entity shall deliver articles of organization and conversion to the Secretary of State for filing. The articles of organization and conversion must contain (i) the information required by G.S. 57D-2-21 and (ii) the following information: (1) The name, type of entity, and jurisdiction whose law governs the organization and internal affairs of the converting entity immediately before the conversion. (2) A statement that the articles of organization and conversion are being submitted for the purpose of converting the eligible entity into an LLC. (3) The name the entity will have when the conversion becomes effective. (4) The mailing address of the converting entity immediately before the conversion and, if different, the mailing address it will have when the conversion becomes effective. (5) A statement that a plan of conversion has been approved by the converting entity as required by law. (b) If the plan of conversion is abandoned after the articles of organization and conversion have been delivered to the Secretary of State but before the articles of organization and conversion become effective, the converting entity must deliver to the Secretary of State for filing prior to the time the articles of organization and conversion become effective an amendment withdrawing such articles. (c) Certificates of conversion must be registered as provided in G.S. 47-18.1. (2013-157, s. 2.)",
          "role": "inbound filing instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
          "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The LLC conversion uses a written plan and filed conversion articles or formation document, as the direction requires.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §57D-9-32",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 57D-9-32. Articles of conversion. (a) After a plan of conversion has been approved by the converting LLC as provided in G.S. 57D-9-31, the converting LLC shall deliver articles of conversion to the Secretary of State for filing. The articles of conversion must contain the following information: (1) The name of the converting LLC immediately before the conversion. (2) The name the surviving entity will have, the type of entity it will be, and the jurisdiction whose law will govern its organization and internal affairs upon the conversion becoming effective. (3) The mailing address of the converting LLC immediately before the conversion and, if different, the mailing address the surviving entity will have when the conversion becomes effective. (4) A statement that a plan of conversion has been approved by the converting LLC as required by law. (5) If the surviving entity is not authorized to transact business in this State, a statement that the surviving entity (i) consents to service of process in any proceeding based on any cause of action arising in respect of the converting LLC being made on the surviving entity by service on the Secretary of State and (ii) commits to deliver to the Secretary of State for filing a statement of any change in the surviving entity's mailing address to which the Secretary of State may mail a copy of process served on the Secretary of State. (b) If the converting LLC is converting to an eligible entity whose formation, or whose status as a registered limited liability partnership as defined in G.S. 59-32, requires the filing of a document by the Secretary of State, then notwithstanding subsection (a) of this section, that document must be delivered to and filed by the Secretary of State with the articles of conversion. (c) If the plan of conversion is abandoned after the articles of conversion have been filed by the Secretary of State, but before the articles of conversion become effective, the converting LLC must deliver to the Secretary of State for filing prior to the time the articles of conversion become effective an amendment of the articles of conversion withdrawing the articles of conversion. (d) The conversion takes effect in accordance with the law that will govern the organization and internal affairs of the surviving entity. (e) Certificates of conversion must be registered as provided in G.S. 47-18.1. (2013-157, s. 2.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.llc.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §57D-9-20",
          "quote": "§ 57D-9-20. Conversion. (a) An eligible entity other than an LLC may convert to an LLC if both of the following requirements are met: (1) The conversion is permitted by the law governing the organization and internal affairs of the converting entity. (2) The converting entity complies with the requirements of this Part and, to the extent applicable, the law governing its organization and internal affairs immediately before the conversion. (b) The conversion of a charitable or religious corporation to an LLC is permitted by law if the sole member of the surviving entity immediately after the conversion is a charitable or religious corporation. This subsection shall not limit the ability of an eligible entity to convert to an LLC if otherwise permitted by law. (c) For purposes of this section, charitable or religious corporation shall be as defined in G.S. 55A-1-40(4). (2013-157, s. 2; 2016-114, s. 3.)",
          "role": "inbound paired-law requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
          "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The law governing the converting or resulting foreign entity must permit the conversion, and the converting entity must comply with applicable law.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §57D-9-30",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 57D-9-30. Conversion. An LLC may convert to a different eligible entity if both of the following requirements are met: (1) The conversion is permitted by the law that will govern the organization and internal affairs of the surviving entity. (2) The converting LLC complies with the requirements of this Part and to the extent applicable the law that will govern the organization and internal affairs of the surviving entity. (2013-157, s. 2.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The North Carolina LLC statute uses conversion, rather than domestication, for covered same-form interstate moves.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §57D-9-20",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 57D-9-20. Conversion. (a) An eligible entity other than an LLC may convert to an LLC if both of the following requirements are met: (1) The conversion is permitted by the law governing the organization and internal affairs of the converting entity. (2) The converting entity complies with the requirements of this Part and, to the extent applicable, the law governing its organization and internal affairs immediately before the conversion. (b) The conversion of a charitable or religious corporation to an LLC is permitted by law if the sole member of the surviving entity immediately after the conversion is a charitable or religious corporation. This subsection shall not limit the ability of an eligible entity to convert to an LLC if otherwise permitted by law. (c) For purposes of this section, charitable or religious corporation shall be as defined in G.S. 55A-1-40(4). (2013-157, s. 2; 2016-114, s. 3.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in the mapped North Carolina LLC conversion provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9637953a8cdf6e5271d25ab85750a9c3ac6f9427dd013492b8f8aa3c7dcee204",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §59-1051",
          "quote": "§ 59-1051. 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 limited partnership into which the converting business entity shall convert; (3) The terms and conditions of the conversion; and (4) The manner and basis for converting the interests in the converting business entity into interests, obligations, or securities of the resulting domestic limited partnership or into cash or other property in whole or in part. (a1) The plan of conversion may contain other provisions relating to the conversion. (a2) The provisions of the plan of conversion, other than the provisions required by subdivisions (1) and (2) of subsection (a) of this section, may be made dependent on facts objectively ascertainable outside the plan of conversion if the plan of conversion sets forth the manner in which the facts will operate upon the affected provisions. The facts may include any of the following: (1) Statistical or market indices, market prices of any security or group of securities, interest rates, currency exchange rates, or similar economic or financial data. (2) A determination or action by the converting business entity or by any other person, group, or body. (3) The terms of, or actions taken under, an agreement to which the converting business entity is a party, or any other agreement or document. (b) The plan of conversion shall be approved in accordance with the laws of the state or country governing the organization and internal affairs of the converting business entity. (c) After a plan of conversion has been approved as provided in subsection (b) of this section, but before a certificate of limited partnership for the resulting domestic limited partnership becomes effective, the plan of conversion may be amended or abandoned to the extent permitted by the laws that govern the organization and internal affairs of the converting business entity. (1999-369, s. 4.8; 2001-387, s. 140; 2005-268, s. 56.)",
          "role": "inbound approval under converting law",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
          "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An LP conversion plan requires the partnership-agreement vote or unanimous partner consent, plus consent from each partner acquiring personal liability.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §59-1061(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 59-1061. Plan of conversion. (a) The converting domestic limited partnership shall approve a written plan of conversion containing: (1) The name of the converting domestic limited partnership; (2) The name of the resulting business entity into which the domestic limited partnership shall convert, its type of business entity, and the state or country whose laws govern its organization and internal affairs; (3) The terms and conditions of the conversion; and (4) The manner and basis for converting the interests in the domestic limited partnership into interests, obligations, or securities of the resulting business entity or into cash or other property in whole or in part. (a1) The plan of conversion may contain other provisions relating to the conversion. (a2) The provisions of the plan of conversion, other than the provisions required by subdivisions (1) and (2) of subsection (a) of this section, may be made dependent on facts objectively ascertainable outside the plan of conversion if the plan of conversion sets forth the manner in which the facts will operate upon the affected provisions. The facts may include any of the following: (1) Statistical or market indices, market prices of any security or group of securities, interest rates, currency exchange rates, or similar economic or financial data. (2) A determination or action by the converting domestic limited partnership or by any other person, group, or body. (3) The terms of, or actions taken under, an agreement to which the converting domestic limited partnership is a party, or any other agreement or document. (b) The plan of conversion shall be approved by the domestic limited partnership in the manner provided for the approval of the conversion in a written partnership agreement or, if there is no provision, by the unanimous consent of its partners. If any partner of the converting domestic limited partnership has or will have personal liability for any existing or future obligation of the resulting business entity solely as a result of holding an interest in the resulting business entity, then in addition to the requirements of the preceding sentence, approval of the plan of conversion by the domestic limited partnership shall require the consent of each such partner. The converting domestic limited partnership shall provide a copy of the plan of conversion to each partner of the converting domestic limited partnership at the time provided in a written partnership agreement or, if there is no such provision, prior to its approval of the plan of conversion. (c) After a plan of conversion has been approved by a domestic limited partnership but before the articles of conversion become effective, the plan of conversion (i) may be amended as provided in the plan of conversion, or (ii) may be abandoned (subject to any contractual rights) as provided in the plan of conversion or written partnership agreement or, if not so provided, as determined by the general partners of the domestic limited partnership in accordance with G.S. 59-403. (2001-387, s. 142; 2001-487, s. 62(aa); 2005-268, s. 57.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.lp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §59-1053",
          "quote": "§ 59-1053. Effects of conversion. When the conversion takes effect: (1) The converting business entity ceases its prior form of organization and continues in existence as the resulting domestic limited partnership; (2) The title to all real estate and other property owned by the converting business entity continues vested in the resulting domestic limited partnership without reversion or impairment; (3) All liabilities of the converting business entity continue as liabilities of the resulting domestic limited partnership; (4) A proceeding pending by or against the converting business entity may be continued as if the conversion did not occur; and (5) The interests in the converting business entity that are to be converted into interests, obligations, or securities of the resulting domestic limited partnership or into the right to receive cash or other property are thereupon so converted, and the former holders of interests in the converting business entity are entitled only to the rights provided in the plan of conversion. The conversion shall not affect the liability or absence of liability of any holder of an interest in the converting business entity for any acts, omissions, or obligations of the converting business entity made or incurred prior to the effectiveness of the conversion. The cessation of the existence of the converting business entity in its prior form of organization in the conversion shall not constitute a dissolution or termination of the converting business entity. (1999-369, s. 4.8; 2000-140, s. 101(s).)",
          "role": "inbound conversion effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
          "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The converting entity continues in the resulting form; property, liabilities, and pending proceedings continue without dissolution or termination.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §59-1063",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 59-1063. Effects of conversion. (a) When the conversion takes effect: (1) The converting domestic limited 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 limited partnership continues vested in the resulting business entity without reversion or impairment; (3) All liabilities of the converting domestic limited partnership continue as liabilities of the resulting business entity; (4) A proceeding pending by or against the converting domestic limited partnership may be continued as if the conversion did not occur; and (5) The interests in the converting domestic limited partnership that are to be converted into interests, obligations, or securities of the resulting business entity or into the right to receive cash or other property are thereupon so converted, and the former holders of interests in the converting domestic limited partnership are entitled only to the rights provided in the plan of conversion. The conversion shall not affect the liability or absence of liability of any holder of an interest in the converting domestic limited partnership for any acts, omissions, or obligations of the converting domestic limited partnership made or incurred prior to the effectiveness of the conversion. The cessation of the existence of the converting domestic limited partnership in its form of organization as a domestic limited partnership in the conversion shall not constitute a dissolution or termination of the converting domestic limited partnership. (b) If the resulting business entity is not a domestic corporation or a domestic limited liability company when the conversion takes effect, the resulting business entity is deemed: (1) To agree that it may be served with process in this State for enforcement of (i) any obligation of the converting domestic limited partnership, and (ii) any obligation of the resulting business entity arising from the conversion; and (2) To have appointed the Secretary of State as its agent for service of process in any such proceeding. Service on the Secretary of State of any such process shall be made by delivering to and leaving with the Secretary of State, or with any clerk authorized by the Secretary of State to accept service of process, duplicate copies of the process and the fee required by G.S. 59-1106(b). Upon receipt of service of process on behalf of a resulting business entity in the manner provided for in this section, the Secretary of State shall immediately mail a copy of the process by registered or certified mail, return receipt requested, to the resulting business entity. If the resulting business entity is authorized to transact business or conduct affairs in this State, the address for mailing shall be its principal office designated in the latest document filed with the Secretary of State that is authorized by law to designate the principal office or, if there is no principal office on file, its registered office. If the resulting business entity is not authorized to transact business or conduct affairs in this State, the address for mailing shall be the mailing address designated pursuant to G.S. 59-1062(a)(2). (2001-387, s. 142.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "North Carolina conditionally authorizes conversion into a domestic LP when the governing entity law permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §59-1050",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 59-1050. Conversion. A business entity other than a domestic limited partnership may convert to a domestic limited 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, to the extent applicable, the laws referred to in subdivision (1) of this section. (1999-369, s. 4.8; 2001-387, s. 139.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "North Carolina conditionally authorizes conversion out of a domestic LP when the governing entity law permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §59-1060",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 59-1060. Conversion. A domestic limited 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 limited partnership complies with the requirements of this Part and, to the extent applicable, the laws referred to in subdivision (1) of this section. (2001-387, s. 142.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §59-102(1a)",
          "quote": "(1a) \"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 limited partnership, a foreign limited partnership, a registered limited liability partnership, a foreign limited liability partnership, or any other partnership as defined in G.S. 59-36 whether or not formed under the laws of this State.",
          "role": "foreign same-form eligibility",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
          "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign LP may become a North Carolina LP through the statute's conversion procedure when its governing law permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §59-1050",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 59-1050. Conversion. A business entity other than a domestic limited partnership may convert to a domestic limited 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, to the extent applicable, the laws referred to in subdivision (1) of this section. (1999-369, s. 4.8; 2001-387, s. 139.)",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §59-102(1a)",
          "quote": "(1a) \"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 limited partnership, a foreign limited partnership, a registered limited liability partnership, a foreign limited liability partnership, or any other partnership as defined in G.S. 59-36 whether or not formed under the laws of this State.",
          "role": "foreign same-form eligibility",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
          "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A North Carolina LP may become a foreign LP through conversion when the destination law permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §59-1060",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 59-1060. Conversion. A domestic limited 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 limited partnership complies with the requirements of this Part and, to the extent applicable, the laws referred to in subdivision (1) of this section. (2001-387, s. 142.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §59-1050",
          "quote": "§ 59-1050. Conversion. A business entity other than a domestic limited partnership may convert to a domestic limited 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, to the extent applicable, the laws referred to in subdivision (1) of this section. (1999-369, s. 4.8; 2001-387, s. 139.)",
          "role": "operative inbound authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
          "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The LP inbound-conversion provision uses the statute's defined domestic-and-foreign entity universe, excluding only the domestic destination form.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §59-102(1a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1a) \"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 limited partnership, a foreign limited partnership, a registered limited liability partnership, a foreign limited liability partnership, or any other partnership as defined in G.S. 59-36 whether or not formed under the laws of this State.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §59-1060",
          "quote": "§ 59-1060. Conversion. A domestic limited 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 limited partnership complies with the requirements of this Part and, to the extent applicable, the laws referred to in subdivision (1) of this section. (2001-387, s. 142.)",
          "role": "operative outbound authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
          "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic LP may convert to a different entity in the statute's defined domestic-and-foreign entity universe.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §59-102(1a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1a) \"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 limited partnership, a foreign limited partnership, a registered limited liability partnership, a foreign limited liability partnership, or any other partnership as defined in G.S. 59-36 whether or not formed under the laws of this State.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The North Carolina LP statute locates the standalone articles-of-conversion filing fee at N.C.G.S. §59-1106(a)(18).",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §59-1106(a)(18)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(18) Articles of conversion (other than articles of conversion included as part of another document) 50.00",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §59-1052",
          "quote": "§ 59-1052. Filing of certificate of limited partnership. (a) After a plan of conversion has been approved by the converting business entity as provided in G.S. 59-1051, a certificate of limited partnership shall be delivered to the Secretary of State for filing. In addition to the matters required or permitted by G.S. 59-201, the certificate of limited partnership shall contain articles of conversion stating: (1) That the domestic limited partnership is being formed pursuant to a conversion of another business entity; (2) 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; and (3) That a plan of conversion has been approved by the converting business entity in the manner required by law. If the plan of conversion is abandoned after the certificate of limited partnership has been filed with the Secretary of State but before the certificate of limited partnership becomes effective, an amendment withdrawing the certificate of limited partnership shall be delivered to the Secretary of State for filing prior to the time the articles of organization become effective. (b) The conversion takes effect when the certificate of limited partnership becomes effective. (c) Repealed by Session Laws 2001-387, s. 141. (d) Certificates of conversion shall also be registered as provided in G.S. 47-18.1. (1999-369, s. 4.8; 2001-387, s. 141; 2002-159, s. 34(b).)",
          "role": "inbound filing instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
          "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The LP conversion uses a written plan and filed conversion articles or formation document, as the direction requires.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §59-1062",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 59-1062. Articles of conversion. (a) After a plan of conversion has been approved by the converting domestic limited partnership as provided in G.S. 59-1061, the converting domestic limited 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 limited partnership; (2) The name of the resulting business entity, its type of business entity, the state or country whose laws govern its organization and internal affairs, and, if the resulting business entity is not authorized to transact business or conduct affairs in this State, a designation of its mailing address and a commitment to file with the Secretary of State a statement of any subsequent change in its mailing address; and (3) That a plan of conversion has been approved by the domestic limited partnership as required by law. (b) If the domestic limited partnership is converting to a business entity whose formation, or whose status as a registered limited liability partnership as defined in G.S. 59-32, requires the filing of a document with the Secretary of State, then, notwithstanding subsection (a) of this section, the articles of conversion shall be included as part of that document and shall contain the information required by the laws governing the organization and internal affairs of the resulting business entity. (c) If the plan of conversion is abandoned after the articles of conversion have been filed with the Secretary of State but before the articles of conversion become effective, the converting domestic limited partnership shall deliver to the Secretary of State for filing prior to the time the articles of conversion become effective an amendment of the articles of conversion withdrawing the articles of conversion. (d) The conversion takes effect when the articles of conversion become effective. (e) Certificates of conversion shall also be registered as provided in G.S. 47-18.1. (2001-387, s. 142; 2001-487, s. 62(bb).)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.lp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "N.C.G.S. §59-1050",
          "quote": "§ 59-1050. Conversion. A business entity other than a domestic limited partnership may convert to a domestic limited 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, to the extent applicable, the laws referred to in subdivision (1) of this section. (1999-369, s. 4.8; 2001-387, s. 139.)",
          "role": "inbound paired-law requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
          "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
          "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The law governing the converting or resulting foreign entity must permit the conversion, and the converting entity must comply with applicable law.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §59-1060",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 59-1060. Conversion. A domestic limited 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 limited partnership complies with the requirements of this Part and, to the extent applicable, the laws referred to in subdivision (1) of this section. (2001-387, s. 142.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The North Carolina LP statute uses conversion, rather than domestication, for covered same-form interstate moves.",
      "fetch_event_id": null,
      "pinpoint": "N.C.G.S. §59-1050",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 59-1050. Conversion. A business entity other than a domestic limited partnership may convert to a domestic limited 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, to the extent applicable, the laws referred to in subdivision (1) of this section. (1999-369, s. 4.8; 2001-387, s. 139.)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NC.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in the mapped North Carolina LP conversion provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NC/snapshots/c50/c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c0ddb260bb5f9ae8cb528154f5750f95da66047e6a30120a94aad4c06bae2a3c",
      "source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A conversion plan requires board approval followed by shareholder approval; a noncorporate converting organization follows its governing statute.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-19.1-104.3",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "10-19.1-104.3. Plan approval and amendment. 1. If the converting organization is a corporation, then: a. A resolution containing or amending the plan of conversion must be approved by an act of the board of the converting corporation and must then be approved by an act of its shareholders. (1) In the action by the shareholders, a class or series of shares is entitled to vote as a class or series on the approval or amendment of the plan. Page No. 71 2. (2) Any amendment of the plan is subject to any contractual rights. b. If the resolution containing or amending the plan of conversion is approved by the shareholders: (1) At a shareholder meeting, then: (a) Written notice must be given to every shareholder of the converting corporation, whether or not entitled to vote at the meeting, not less than fourteen days nor more than fifty days before the meeting, in the manner provided in section 10-19.1-73. (b) The written notice must state that a purpose of the meeting is to consider the proposed plan of conversion or an amendment to it. (c) A copy or short description of the plan of conversion or the amendment to it must be included in or enclosed with the notice. (2) By a written action of the shareholders, then a copy or short description of the plan of conversion or the amendment to it must be included in or attached to the written action. If the converting organization is not a corporation, then the approval and amendment of the plan of conversion must comply with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c19-1-business-corporation-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea1f366461c2492edb09cf447cdbbef23cd97ca793def80daf6cd9b9ea0318cb",
      "source_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The converted organization is the same entity; property remains vested, obligations continue, and pending actions may continue as if conversion had not occurred.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-19.1-104.6(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "2. With respect to the effect of conversion on the converting organization and on the converted organization: a. An organization that has been converted as provided in sections 10-19.1-104.1 through 10-19.1-104.6 is for all purposes the same entity that existed before the conversion. Page No. 73 b. 3. 4. 5. Upon a conversion becoming effective: (1) If the converted organization: (a) Is a corporation, then the converted organization has all the rights, privileges, immunities, and powers, and is subject to all the duties and liabilities, of a corporation incorporated under this chapter; or (b) Is not a corporation, then the converted organization has all the rights, privileges, immunities, and powers, and is subject to the duties and liabilities as provided in its governing statute; (2) All property owned by the converting organization remains vested in the converted organization; (3) All debts, liabilities, and other obligations of the converting organization continue as obligations of the converted organization; (4) An action or proceeding pending by or against the converting organization may be continued as if the conversion has not occurred; (5) Except as otherwise provided by other law, all rights, privileges, immunities, and powers of the converting organization remain vested in the converted organization; and (6) Except as otherwise provided in the plan of conversion, the terms and conditions of the plan of conversion take effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c19-1-business-corporation-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea1f366461c2492edb09cf447cdbbef23cd97ca793def80daf6cd9b9ea0318cb",
      "source_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An organization other than a business corporation may convert into a North Dakota business corporation if the other organization's governing law authorizes and permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-19.1-104.1(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. An organization other than a corporation may convert to a corporation, and a corporation may convert to another organization other than a general partnership as provided in this section and sections 10-19.1-104.2 through 10-19.1-104.6 and a plan of conversion, if: a. The governing statute of the other organization 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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c19-1-business-corporation-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea1f366461c2492edb09cf447cdbbef23cd97ca793def80daf6cd9b9ea0318cb",
      "source_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A North Dakota business corporation may convert to another organization other than a general partnership if the other organization's governing law authorizes and permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-19.1-104.1(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. An organization other than a corporation may convert to a corporation, and a corporation may convert to another organization other than a general partnership as provided in this section and sections 10-19.1-104.2 through 10-19.1-104.6 and a plan of conversion, if: a. The governing statute of the other organization 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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c19-1-business-corporation-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea1f366461c2492edb09cf447cdbbef23cd97ca793def80daf6cd9b9ea0318cb",
      "source_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "North Dakota treats the inbound same-type jurisdiction move as a conversion involving a foreign business corporation, subject to the other organization's governing law.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-19.1-104.1(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. An organization other than a corporation may convert to a corporation, and a corporation may convert to another organization other than a general partnership as provided in this section and sections 10-19.1-104.2 through 10-19.1-104.6 and a plan of conversion, if: a. The governing statute of the other organization 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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c19-1-business-corporation-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea1f366461c2492edb09cf447cdbbef23cd97ca793def80daf6cd9b9ea0318cb",
      "source_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "North Dakota treats the outbound same-type jurisdiction move as a conversion involving a foreign business corporation, subject to the other organization's governing law.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-19.1-104.1(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. An organization other than a corporation may convert to a corporation, and a corporation may convert to another organization other than a general partnership as provided in this section and sections 10-19.1-104.2 through 10-19.1-104.6 and a plan of conversion, if: a. The governing statute of the other organization 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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c19-1-business-corporation-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea1f366461c2492edb09cf447cdbbef23cd97ca793def80daf6cd9b9ea0318cb",
      "source_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The statutory organization types other than a business corporation, excluding the listed nonprofit forms, may be sources for conversion into that entity type.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-19.1-104.1(1); organization definition",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Organization\": a. Means, whether domestic or foreign, a corporation, limited liability company, general partnership, limited partnership, limited liability partnership, limited liability limited partnership, or any other person subject to a governing statute; but b. Excludes: (1) A nonprofit corporation, whether a domestic nonprofit corporation which is incorporated under chapter 10-33 or a foreign nonprofit corporation which is incorporated in another jurisdiction; and (2) A nonprofit limited liability company, whether a domestic nonprofit limited liability company which is organized under chapter 10-36 or a foreign nonprofit limited liability company which is organized in another jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c19-1-business-corporation-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea1f366461c2492edb09cf447cdbbef23cd97ca793def80daf6cd9b9ea0318cb",
      "source_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A North Dakota business corporation may convert to another statutory organization type other than a general partnership, subject to the nonprofit exclusions.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-19.1-104.1(1); organization definition",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Organization\": a. Means, whether domestic or foreign, a corporation, limited liability company, general partnership, limited partnership, limited liability partnership, limited liability limited partnership, or any other person subject to a governing statute; but b. Excludes: (1) A nonprofit corporation, whether a domestic nonprofit corporation which is incorporated under chapter 10-33 or a foreign nonprofit corporation which is incorporated in another jurisdiction; and (2) A nonprofit limited liability company, whether a domestic nonprofit limited liability company which is organized under chapter 10-36 or a foreign nonprofit limited liability company which is organized in another jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c19-1-business-corporation-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea1f366461c2492edb09cf447cdbbef23cd97ca793def80daf6cd9b9ea0318cb",
      "source_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "North Dakota locates the business corporation conversion filing fee in N.D.C.C. § 10-19.1-147(5); this row states no amount.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-19.1-147(5)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "5. Filing articles of conversion of a corporation or a certificate of fact of conversion of a foreign corporation, fifty dollars and: a. If the organization resulting from the conversion will be a domestic organization governed by the laws of this state, then the fees provided by the governing laws to establish or register a new organization like the organization resulting from the conversion; or b. If the organization resulting from the conversion will be a foreign organization that will transact business in this state, then the fees provided by the governing laws to obtain a certificate of authority or register an organization like the organization resulting from the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c19-1-business-corporation-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea1f366461c2492edb09cf447cdbbef23cd97ca793def80daf6cd9b9ea0318cb",
      "source_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Articles of conversion must be signed for the converting organization and filed with the secretary of state.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-19.1-104.4(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "2. The articles of conversion must be signed on behalf of the converting organization and filed with the secretary of state. a. If the converted organization is a domestic organization: (1) Then the filing of the articles of conversion must also include the filing with the secretary of state of the originating record of the converted organization. (2) Upon both the articles of conversion and the originating record of the converted organization being filed with the secretary of state, the secretary of state shall issue a certificate of conversion and the appropriate certificate of creation to the converted organization or its legal representative. b. If the converted organization is a foreign organization: (1) That is transacting business or conducting activities in this state, then: (a) The filing of the articles of conversion must include the filing with the secretary of state of an application for a certificate of authority by the converted organization. Page No. 72 (b) 3. Upon both the articles of conversion and the application for a certificate of authority by the converted organization being filed with the secretary of state, the secretary of state shall issue a certificate of conversion and the appropriate certificate of authority to the converted organization or the legal representative. (2) That is not transacting business or conducting activities in this state, then, upon the articles of conversion being filed with the secretary of state, the secretary of state shall issue a certificate of conversion to the converted organization or its legal representative.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c19-1-business-corporation-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea1f366461c2492edb09cf447cdbbef23cd97ca793def80daf6cd9b9ea0318cb",
      "source_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The other organization's governing statute must authorize the conversion, the enacting jurisdiction's law must not prohibit it, and the organization must comply with that statute.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-19.1-104.1(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. An organization other than a corporation may convert to a corporation, and a corporation may convert to another organization other than a general partnership as provided in this section and sections 10-19.1-104.2 through 10-19.1-104.6 and a plan of conversion, if: a. The governing statute of the other organization 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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c19-1-business-corporation-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea1f366461c2492edb09cf447cdbbef23cd97ca793def80daf6cd9b9ea0318cb",
      "source_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The North Dakota business corporation statute uses the term “conversion” for a same-type jurisdiction move involving its foreign counterpart.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-19.1-104.1(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. An organization other than a corporation may convert to a corporation, and a corporation may convert to another organization other than a general partnership as provided in this section and sections 10-19.1-104.2 through 10-19.1-104.6 and a plan of conversion, if: a. The governing statute of the other organization 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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c19-1-business-corporation-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea1f366461c2492edb09cf447cdbbef23cd97ca793def80daf6cd9b9ea0318cb",
      "source_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, tax-payment, good-standing, or delinquency condition is stated in the complete North Dakota business corporation conversion provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c19-1-business-corporation-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ea1f366461c2492edb09cf447cdbbef23cd97ca793def80daf6cd9b9ea0318cb",
      "source_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A conversion plan requires board and member action; a domestic LLC's domestication plan requires all members, while a foreign LLC follows its governing statute.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-32.1-63",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "10-32.1-63. Plan approval and amendment. 1. If the converting organization is a limited liability company, then: a. A resolution containing or amending the plan of conversion must be approved by an act of the board of the converting limited liability company and must then be approved by an act of its members. (1) In the action by the members, a class or series of membership interests is entitled to vote as a class or series on the approval or amendment of the plan. (2) Any amendment of the plan is subject to any contractual rights. Page No. 45 b. 2. If the resolution containing or amending the plan of conversion is approved by the members: (1) At a member meeting, then: (a) Written notice must be given to every member of the converting limited liability company, whether or not entitled to vote at the meeting, not less than fourteen days nor more than fifty days before the meeting, in the manner provided in subsection 34 of section 10-32.1-02. (b) The written notice must state that a purpose of the meeting is to consider the proposed plan of conversion or an amendment to it. (c) A copy or short description of the plan of conversion or the amendment to it must be included in or enclosed with the notice. (2) By a written action of the members, then a copy or short description of the plan of conversion or the amendment to it must be included in or attached to the written action. If the converting organization is not a limited liability company, then the approval and amendment of the plan of conversion must comply with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c32-1-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "55cf07391aec6f62f6b84dc632c2c0c97caa3b8dd0282f3c3e67c28d9afecaa1",
      "source_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The converted organization is the same entity; property remains vested, obligations continue, and pending actions may continue as if conversion had not occurred.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-32.1-66(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "2. With respect to the effect of conversion on the converting organization and on the converted organization: Page No. 47 a. 3. 4. 5. An organization that has been converted as provided in sections 10-32.1-61 through 10-32.1-66 is for all purposes the same entity that existed before the conversion. b. Upon a conversion becoming effective: (1) If the converted organization: (a) Is a limited liability company, then the converted organization has all the rights, privileges, immunities, and powers, and is subject to all the duties and liabilities, of a limited liability company organized under this chapter; or (b) Is not a limited liability company, then the converted organization has all the rights, privileges, immunities, and powers, and is subject to the duties and liabilities as provided in its governing statute; (2) All property owned by the converting organization remains vested in the converted organization; (3) All debts, liabilities, and other obligations of the converting organization continue as obligations of the converted organization; (4) An action or proceeding pending by or against the converting organization may be continued as if the conversion had not occurred; (5) Except as otherwise provided by other law, all rights, privileges, immunities, and powers of the converting organization remain vested in the converted organization; and (6) Except as otherwise provided in the plan of conversion, the terms and conditions of the plan of conversion take effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c32-1-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "55cf07391aec6f62f6b84dc632c2c0c97caa3b8dd0282f3c3e67c28d9afecaa1",
      "source_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An organization other than a limited liability company may convert into a North Dakota limited liability company if the other organization's governing law authorizes and permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-32.1-61(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. An organization other than a limited liability company may convert to a limited liability company, and a limited liability company may convert to another organization other than a general partnership as provided in this section, sections 10-32.1-62 through 10-32.1-66, and 10-32.1-71 and a plan of conversion, if: a. The governing statute of the other organization 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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c32-1-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "55cf07391aec6f62f6b84dc632c2c0c97caa3b8dd0282f3c3e67c28d9afecaa1",
      "source_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A North Dakota limited liability company may convert to another organization other than a general partnership if the other organization's governing law authorizes and permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-32.1-61(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. An organization other than a limited liability company may convert to a limited liability company, and a limited liability company may convert to another organization other than a general partnership as provided in this section, sections 10-32.1-62 through 10-32.1-66, and 10-32.1-71 and a plan of conversion, if: a. The governing statute of the other organization 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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c32-1-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "55cf07391aec6f62f6b84dc632c2c0c97caa3b8dd0282f3c3e67c28d9afecaa1",
      "source_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign LLC may become a North Dakota LLC if its governing statute authorizes domestication, the other jurisdiction does not prohibit it, and that statute is followed.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-32.1-67(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. A foreign limited liability company may become a limited liability company pursuant to this section, sections 10-32.1-67 through 10-32.1-71, and a plan of domestication if: a. The governing statute of the foreign limited liability company authorizes the domestication; b. The domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and c. The foreign limited liability company complies with its governing statute in effecting the domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c32-1-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "55cf07391aec6f62f6b84dc632c2c0c97caa3b8dd0282f3c3e67c28d9afecaa1",
      "source_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A North Dakota LLC may become a foreign LLC if the foreign governing statute authorizes domestication, the other jurisdiction does not prohibit it, and that statute is followed.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-32.1-67(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "2. A limited liability company may become a foreign limited liability company pursuant to this section, sections 10-32.1-67 through 10-32.1-71, and a plan of domestication if: a. The governing statute of the foreign limited liability company authorizes the domestication; b. The domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and c. The foreign limited liability company complies with its governing statute in effecting the domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c32-1-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "55cf07391aec6f62f6b84dc632c2c0c97caa3b8dd0282f3c3e67c28d9afecaa1",
      "source_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The statutory organization types other than a limited liability company, excluding the listed nonprofit forms, may be sources for conversion into that entity type.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-32.1-61(1); organization definition",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Organization\": a. Means, whether domestic or foreign, a limited liability company, corporation, general partnership, limited partnership, limited liability partnership, limited liability limited partnership, or any other person having a governing statute; but b. Excludes: (1) Any nonprofit corporation, whether a domestic nonprofit corporation which is incorporated under chapter 10-33 or a foreign nonprofit corporation which is incorporated in another jurisdiction; or (2) Any nonprofit limited liability company, whether a domestic nonprofit limited liability company which is organized under chapter 10-36 or a foreign nonprofit limited liability company which is organized in another jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c32-1-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "55cf07391aec6f62f6b84dc632c2c0c97caa3b8dd0282f3c3e67c28d9afecaa1",
      "source_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A North Dakota limited liability company may convert to another statutory organization type other than a general partnership, subject to the nonprofit exclusions.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-32.1-61(1); organization definition",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Organization\": a. Means, whether domestic or foreign, a limited liability company, corporation, general partnership, limited partnership, limited liability partnership, limited liability limited partnership, or any other person having a governing statute; but b. Excludes: (1) Any nonprofit corporation, whether a domestic nonprofit corporation which is incorporated under chapter 10-33 or a foreign nonprofit corporation which is incorporated in another jurisdiction; or (2) Any nonprofit limited liability company, whether a domestic nonprofit limited liability company which is organized under chapter 10-36 or a foreign nonprofit limited liability company which is organized in another jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c32-1-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "55cf07391aec6f62f6b84dc632c2c0c97caa3b8dd0282f3c3e67c28d9afecaa1",
      "source_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "North Dakota locates the limited liability company conversion filing fee in N.D.C.C. § 10-32.1-92(6), (8); this row states no amount.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-32.1-92(6), (8)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "6. Filing articles of conversion of a limited liability company, fifty dollars and: a. If the organization resulting from the conversion will be a domestic organization governed by the laws of this state, then the fees provided by the governing laws to establish or register a new organization like the organization resulting from the conversion; or b. If the organization resulting from the conversion will be a foreign organization that will transact business in this state, then the fees provided by the governing laws to obtain a certificate of authority or register an organization like the organization resulting from the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c32-1-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "55cf07391aec6f62f6b84dc632c2c0c97caa3b8dd0282f3c3e67c28d9afecaa1",
      "source_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Articles of conversion must be filed with the secretary of state; an LLC domestication additionally uses articles of domestication.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-32.1-64(2); N.D.C.C. § 10-32.1-69(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "2. The articles of conversion must be signed on behalf of the converting organization and filed with the secretary of state. a. If the converted organization is a domestic organization: (1) Then the filing of the articles of conversion must also include the filing with the secretary of state of the originating record of the converted organization. (2) Upon both the articles of conversion and the originating record of the converted organization being filed with the secretary of state together with the fees provided in section 10-32.1-92, the secretary of state shall issue a certificate of conversion and the appropriate certificate of creation to the converted organization or its legal representative. b. If the converted organization is a foreign organization: (1) That is transacting business or conducting activities in this state, then: Page No. 46 (a) 3. The filing of the articles of conversion must include the filing with the secretary of state of an application for a certificate of authority by the converted organization. (b) Upon both the articles of conversion and the application for a certificate of authority by the converted organization being filed with the secretary of state together with the fees provided in section 10-32.1-92, the secretary of state shall issue a certificate of conversion and the appropriate certificate of authority to the converted organization or the legal representative. (2) That is not transacting business or conducting activities in this state, then, upon the articles of conversion being filed with the secretary of state together with the fees provided in section 10-32.1-92, the secretary of state shall issue a certificate of conversion to the converted organization or its legal representative.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c32-1-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "55cf07391aec6f62f6b84dc632c2c0c97caa3b8dd0282f3c3e67c28d9afecaa1",
      "source_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The other organization's governing statute must authorize the conversion, the enacting jurisdiction's law must not prohibit it, and the organization must comply with that statute.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-32.1-61(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. An organization other than a limited liability company may convert to a limited liability company, and a limited liability company may convert to another organization other than a general partnership as provided in this section, sections 10-32.1-62 through 10-32.1-66, and 10-32.1-71 and a plan of conversion, if: a. The governing statute of the other organization 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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c32-1-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "55cf07391aec6f62f6b84dc632c2c0c97caa3b8dd0282f3c3e67c28d9afecaa1",
      "source_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "North Dakota uses the term “domestication” for an LLC's same-type jurisdiction move.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 10-32.1-67(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. A foreign limited liability company may become a limited liability company pursuant to this section, sections 10-32.1-67 through 10-32.1-71, and a plan of domestication if: a. The governing statute of the foreign limited liability company authorizes the domestication; b. The domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and c. The foreign limited liability company complies with its governing statute in effecting the domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c32-1-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "55cf07391aec6f62f6b84dc632c2c0c97caa3b8dd0282f3c3e67c28d9afecaa1",
      "source_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, tax-payment, good-standing, or delinquency condition is stated in the complete North Dakota limited liability company conversion provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t10c32-1-llc-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "55cf07391aec6f62f6b84dc632c2c0c97caa3b8dd0282f3c3e67c28d9afecaa1",
      "source_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A converting limited partnership's plan requires all partners' consent; a different converting organization follows its governing statute.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 45-10.2-96",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "45-10.2-96. Plan of conversion approval and amendment. 1. If the converting organization is a limited partnership, then: a. Subject to section 45-10.2-104, a plan of conversion must be consented to by all of the partners of a converting limited partnership. b. Subject to section 45-10.2-104 and any contractual rights, after a conversion is approved, and at any time before the effective date of the plan, a converting limited partnership may amend the planned conversion: (1) As provided in the plan; and (2) Except as provided otherwise by the plan, by the same consent as was required to approve the plan. Page No. 43 2. If the converting organization is not a limited partnership, then the approval and the amendment of the plan of conversion must comply with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t45c10-2-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6a09f2ed4addff473db096dc58020f2de589a00db463e38b0b878d9302704e95",
      "source_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The converted organization is the same entity; property remains vested, obligations continue, and pending actions may continue as if conversion had not occurred.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 45-10.2-99(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "2. With respect to the effect of conversion on the converting organization and on the converted organization: a. An organization that has been converted as provided in sections 45-10.2-94 through 45-10.2-99 is for all purposes the same entity that existed before the conversion. b. Upon a conversion becoming effective: (1) If the converted organization: (a) Is a limited partnership, then the converted organization has all the rights, privileges, immunities, and powers, and is subject to all the duties and liabilities, of a limited partnership formed under this chapter; or (b) Is not a limited partnership, then the converted organization has all the rights, privileges, immunities, and powers, and is subject to the duties and liabilities as provided in its governing statute; (2) All property owned by the converting organization remains vested in the converted organization; (3) All debts, liabilities, and other obligations of the converting organization continue as obligations of the converted organization; (4) An action or proceeding pending by or against the converting organization may be continued as if the conversion had not occurred; (5) Except as otherwise provided by other law, all rights, privileges, immunities, and powers of the converting organization remain vested in the converted organization; (6) Except as otherwise provided in the plan of conversion, the terms and conditions of the plan of conversion take effect; and (7) Except as otherwise agreed, the conversion does not dissolve a converting limited partnership for the purposes of sections 45-10.2-66 through 45-10.2-75. 3.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t45c10-2-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6a09f2ed4addff473db096dc58020f2de589a00db463e38b0b878d9302704e95",
      "source_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An organization other than a limited partnership may convert into a North Dakota limited partnership if the other organization's governing law authorizes and permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 45-10.2-94(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization other than a general partnership pursuant to this section and sections 45-10.2-95 through 45-10.2-99 and a plan of conversion, if: a. The governing statute of the other organization 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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t45c10-2-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6a09f2ed4addff473db096dc58020f2de589a00db463e38b0b878d9302704e95",
      "source_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A North Dakota limited partnership may convert to another organization other than a general partnership if the other organization's governing law authorizes and permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 45-10.2-94(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization other than a general partnership pursuant to this section and sections 45-10.2-95 through 45-10.2-99 and a plan of conversion, if: a. The governing statute of the other organization 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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t45c10-2-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6a09f2ed4addff473db096dc58020f2de589a00db463e38b0b878d9302704e95",
      "source_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "North Dakota treats the inbound same-type jurisdiction move as a conversion involving a foreign limited partnership, subject to the other organization's governing law.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 45-10.2-94(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization other than a general partnership pursuant to this section and sections 45-10.2-95 through 45-10.2-99 and a plan of conversion, if: a. The governing statute of the other organization 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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t45c10-2-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6a09f2ed4addff473db096dc58020f2de589a00db463e38b0b878d9302704e95",
      "source_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "North Dakota treats the outbound same-type jurisdiction move as a conversion involving a foreign limited partnership, subject to the other organization's governing law.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 45-10.2-94(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization other than a general partnership pursuant to this section and sections 45-10.2-95 through 45-10.2-99 and a plan of conversion, if: a. The governing statute of the other organization 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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t45c10-2-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6a09f2ed4addff473db096dc58020f2de589a00db463e38b0b878d9302704e95",
      "source_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The statutory organization types other than a limited partnership, excluding the listed nonprofit forms, may be sources for conversion into that entity type.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 45-10.2-94(1); organization definition",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Organization\": a. Means, whether domestic or foreign, a corporation, limited liability company, general partnership, limited partnership, limited liability partnership, limited liability limited partnership, and any other person subject to a governing statute; but b. Excludes: (1) Any nonprofit corporation, whether a domestic nonprofit corporation which is incorporated under chapter 10-33 or a foreign nonprofit corporation which is incorporated under the laws of another jurisdiction; or (2) Any nonprofit limited liability company, whether a domestic nonprofit limited liability company which is organized under chapter 10-36 or a foreign nonprofit limited liability company which is organized in another jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t45c10-2-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6a09f2ed4addff473db096dc58020f2de589a00db463e38b0b878d9302704e95",
      "source_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A North Dakota limited partnership may convert to another statutory organization type other than a general partnership, subject to the nonprofit exclusions.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 45-10.2-94(1); organization definition",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Organization\": a. Means, whether domestic or foreign, a corporation, limited liability company, general partnership, limited partnership, limited liability partnership, limited liability limited partnership, and any other person subject to a governing statute; but b. Excludes: (1) Any nonprofit corporation, whether a domestic nonprofit corporation which is incorporated under chapter 10-33 or a foreign nonprofit corporation which is incorporated under the laws of another jurisdiction; or (2) Any nonprofit limited liability company, whether a domestic nonprofit limited liability company which is organized under chapter 10-36 or a foreign nonprofit limited liability company which is organized in another jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t45c10-2-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6a09f2ed4addff473db096dc58020f2de589a00db463e38b0b878d9302704e95",
      "source_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "North Dakota locates the limited partnership conversion filing fee in N.D.C.C. § 45-10.2-109(3); this row states no amount.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 45-10.2-109(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "3. Filing articles of conversion of a limited partnership, fifty dollars and: a. If the organization resulting from the conversion will be a domestic organization governed by the laws of this state, then the fees provided by the governing laws to establish or register a new organization like the organization resulting from the conversion; or b. If the organization resulting from the conversion will be a foreign organization that will transact business in this state, then the fees provided by the governing laws to obtain a certificate of authority or register an organization like the organization resulting from the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t45c10-2-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6a09f2ed4addff473db096dc58020f2de589a00db463e38b0b878d9302704e95",
      "source_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Articles of conversion must be signed for the converting organization and filed with the secretary of state.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 45-10.2-97(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "2. The articles of conversion must be signed on behalf of the converting organization and filed with the secretary of state. a. If the converted organization is a domestic organization, then: (1) The filing of the articles of conversion must also include the filing with the secretary of state of the originating record of the converted organization. (2) Upon both the articles of conversion and the originating record of the converted organization being filed with the secretary of state, the secretary of state shall issue a certificate of conversion and the appropriate certificate of creation to the converted organization or its legal representative. b. If the converted organization is a foreign organization: (1) That is transacting business or conducting activities in this state, then: (a) The filing of the articles of conversion must include the filing with the secretary of state of an application for a certificate of authority by the converted organization. (b) Upon both the articles of conversion and the application for a certificate of authority by the converted organization being filed with the secretary of state, the secretary of state shall issue a certificate of conversion and the appropriate certificate of authority to the converted organization or the legal representative. (2) That is not transacting business or conducting activities in this state, then upon the articles of conversion being filed with the secretary of state, the secretary of state shall issue a certificate of conversion to the converted organization or its legal representative. 3.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t45c10-2-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6a09f2ed4addff473db096dc58020f2de589a00db463e38b0b878d9302704e95",
      "source_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The other organization's governing statute must authorize the conversion, the enacting jurisdiction's law must not prohibit it, and the organization must comply with that statute.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 45-10.2-94(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization other than a general partnership pursuant to this section and sections 45-10.2-95 through 45-10.2-99 and a plan of conversion, if: a. The governing statute of the other organization 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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t45c10-2-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6a09f2ed4addff473db096dc58020f2de589a00db463e38b0b878d9302704e95",
      "source_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The North Dakota limited partnership statute uses the term “conversion” for a same-type jurisdiction move involving its foreign counterpart.",
      "fetch_event_id": null,
      "pinpoint": "N.D.C.C. § 45-10.2-94(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization other than a general partnership pursuant to this section and sections 45-10.2-95 through 45-10.2-99 and a plan of conversion, if: a. The governing statute of the other organization 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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t45c10-2-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6a09f2ed4addff473db096dc58020f2de589a00db463e38b0b878d9302704e95",
      "source_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#ND.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, tax-payment, good-standing, or delinquency condition is stated in the complete North Dakota limited partnership conversion provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/ND/snapshots/ndlegis-t45c10-2-limited-partnership-act.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6a09f2ed4addff473db096dc58020f2de589a00db463e38b0b878d9302704e95",
      "source_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Neb. Rev. Stat. § 21-2,128",
          "quote": "(1) The plan of domestication must be adopted by the board of directors. (2) After adopting the plan of domestication, the board of directors must submit the plan to the shareholders for their approval. The board of directors must also transmit to the shareholders a recommendation that the shareholders approve the plan unless (i) the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation or (ii) section 21-2,101 applies. If subdivision (2)(i) or (ii) of this section applies, the board must transmit to the shareholders the basis for so proceeding. (3) The board of directors may condition its submission of the plan of domestication to the shareholders on any basis. (4) If the approval of the shareholders is to be given at a meeting, the corporation must notify each shareholder, whether or not entitled to vote, of the meeting of shareholders at which the plan of domestication is to be submitted for approval. The notice must state that the purpose, or one of the purposes, of the meeting is to consider the plan and must contain or be accompanied by a copy or summary of the plan. The notice shall include or be accompanied by a copy of the articles of incorporation as they will be in effect immediately after the domestication. (5) Unless the articles of incorporation, or the board of directors acting pursuant to subdivision (3) of this section, requires a greater vote or a greater number of votes to be present, approval of the plan of domestication requires the approval of the shareholders at a meeting at which a quorum consisting of at least a majority of the votes entitled to be cast on the plan exists, and if any class or series of shares is entitled to vote as a separate group on the plan, the approval of each such separate voting group at a meeting at which a quorum of the voting group consisting of at least a majority of the votes entitled to be cast on the domestication by that voting group exists. (6) Subject to subdivision (7) of this section, separate voting by voting groups is required by each class or series of shares that: (i) Are to be reclassified under the plan of domestication into other securities, obligations, rights to acquire shares or other securities, cash, other property, or any combination of the foregoing; (ii) Are entitled to vote as a separate group on a provision of the plan that constitutes a proposed amendment to articles of incorporation of the corporation following its domestication that requires action by separate voting groups under section 21-2,153; or (iii) Is entitled under the articles of incorporation to vote as a voting group to approve an amendment of the articles. (7) The articles of incorporation may expressly limit or eliminate the separate voting rights provided in subdivision (6)(i) of this section. (8) If any provision of the articles of incorporation, bylaws, or an agreement to which any of the directors or shareholders are parties, adopted or entered into before January 1, 2017, applies to a merger of the corporation and that document does not refer to a domestication of the corporation, the provision shall be deemed to apply to a domestication of the corporation until such time as the provision is amended subsequent to that date.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/c5e5605d8be9bbad2cf05a32230ba0486c2e2624642910b11449873abad80109.html",
          "source_sha256": "c5e5605d8be9bbad2cf05a32230ba0486c2e2624642910b11449873abad80109",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C128"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The board and shareholders approve conversion and domestication plans under their respective voting rules; conversion also requires consent from shareholders who would acquire owner liability.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-2,145",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) The plan of entity conversion must be adopted by the board of directors. (2) After adopting the plan of entity conversion, the board of directors must submit the plan to the shareholders for their approval. The board of directors must also transmit to the shareholders a recommendation that the shareholders approve the plan unless (i) the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation or (ii) section 21-2,101 applies. If subdivision (2)(i) or (ii) of this section applies, the board must transmit to the shareholders the basis for so proceeding. (3) The board of directors may condition its submission of the plan of entity conversion to the shareholders on any basis. (4) If the approval of the shareholders is to be given at a meeting, the corporation must notify each shareholder, whether or not entitled to vote, of the meeting of shareholders at which the plan of entity conversion is to be submitted for approval. The notice must state that the purpose, or one of the purposes, of the meeting is to consider the plan and must contain or be accompanied by a copy or summary of the plan. The notice shall include or be accompanied by a copy of the organic documents as they will be in effect immediately after the entity conversion. (5) Unless the articles of incorporation, or the board of directors acting pursuant to subdivision (3) of this section, requires a greater vote or a greater number of votes to be present, approval of the plan of entity conversion requires the approval of each class or series of shares of the corporation voting as a separate voting group at a meeting at which a quorum of the voting group consisting of at least a majority of the votes entitled to be cast on the conversion by that voting group exists. (6) If any provision of the articles of incorporation, bylaws, or an agreement to which any of the directors or shareholders are parties, adopted or entered into before January 1, 2017, applies to a merger of the corporation, other than a provision that limits or eliminates voting or appraisal rights, and the document does not refer to an entity conversion of the corporation, the provision shall be deemed to apply to an entity conversion of the corporation until such time as the provision is subsequently amended. (7) If as a result of the conversion one or more shareholders of the corporation would become subject to owner liability for the debts, obligations, or liabilities of any other person or entity, approval of the plan of conversion shall require the signing, by each such shareholder, of a separate written consent to become subject to such owner liability.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/75572969f132e5abd0e5bdff9227e5aa0a8a1dbd1a19870e363bce38704a44c1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "75572969f132e5abd0e5bdff9227e5aa0a8a1dbd1a19870e363bce38704a44c1",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C145",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Neb. Rev. Stat. § 21-2,131",
          "quote": "When a domestication becomes effective: (1) The title to all real and personal property, both tangible and intangible, of the corporation remains in the corporation without reversion or impairment; (2) The liabilities of the corporation remain the liabilities of the corporation; (3) An action or proceeding pending against the corporation continues against the corporation as if the domestication had not occurred; (4) The articles of domestication, or the articles of incorporation attached to the articles of domestication, constitute the articles of incorporation of a foreign corporation domesticating in this state; (5) The shares of the corporation are reclassified into shares, other securities, obligations, rights to acquire shares or other securities, or into cash or other property in accordance with the terms of the domestication, and the shareholders are entitled only to the rights provided by those terms and to any appraisal rights they may have under the organic law of the domesticating corporation; and (6) The corporation is deemed to: (i) Be incorporated under and subject to the organic law of the domesticated corporation for all purposes; (ii) Be the same corporation without interruption as the domesticating corporation; and (iii) Have been incorporated on the date the domesticating corporation was originally incorporated.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/8577c223a8a60b94441a7828513c985da0dfba17516faed83a10ac3180a6af9f.html",
          "source_sha256": "8577c223a8a60b94441a7828513c985da0dfba17516faed83a10ac3180a6af9f",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C131"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Conversion preserves the entity's property, liabilities, proceedings, and uninterrupted identity; domestication has parallel continuity rules.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-2,148",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "When a conversion under sections 21-2,143 to 21-2,149 becomes effective: (1) The title to all real and personal property, both tangible and intangible, of the converting entity remains in the surviving entity without reversion or impairment; (2) The liabilities of the converting entity remain the liabilities of the surviving entity; (3) An action or proceeding pending against the converting entity continues against the surviving entity as if the conversion had not occurred; (4) In the case of a surviving entity that is a filing entity, its articles of incorporation or public organic document and its private organic document become effective; (5) In the case of a surviving entity that is a nonfiling entity, its private organic document becomes effective; (6) The shares or interests of the converting entity are reclassified into shares, interests, other securities, obligations, rights to acquire shares, interests, or other securities, or into cash or other property in accordance with the plan of conversion, and the shareholders or interest holders of the converting entity are entitled only to the rights provided to them under the terms of the conversion and to any appraisal rights they may have under the organic law of the converting entity; and (7) The surviving entity is deemed to: (i) Be incorporated or organized under and subject to the organic law of the converting entity for all purposes; (ii) Be the same corporation or unincorporated entity without interruption as the converting entity; and (iii) Have been incorporated or otherwise organized on the date that the converting entity was originally incorporated or organized.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/94552d7dbbb8ba51438fe5eb86c9783abeaf940de39b93b7556e40d88ae70976.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "94552d7dbbb8ba51438fe5eb86c9783abeaf940de39b93b7556e40d88ae70976",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C148",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A domestic or foreign unincorporated entity may convert to a Nebraska business corporation under the applicable organic-law conditions.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-2,143",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A foreign unincorporated entity may become a domestic business corporation if the organic law of the foreign unincorporated entity authorizes it to become a corporation in another jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/c54d2e71069ee1111b1a5e95780dbe9b0e26c89d368f8b9967faaa1215fd9709.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c54d2e71069ee1111b1a5e95780dbe9b0e26c89d368f8b9967faaa1215fd9709",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C143",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Nebraska business corporation may convert to a domestic unincorporated entity or to a foreign unincorporated entity whose jurisdiction permits it.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-2,143",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion. (b) A domestic business corporation may become a foreign unincorporated entity if the entity conversion is permitted by the laws of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/c54d2e71069ee1111b1a5e95780dbe9b0e26c89d368f8b9967faaa1215fd9709.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c54d2e71069ee1111b1a5e95780dbe9b0e26c89d368f8b9967faaa1215fd9709",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C143",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A foreign business corporation may domesticate into Nebraska only if its organic law permits the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-2,127",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A foreign business corporation may become a domestic business corporation only if the domestication is permitted by the organic law of the foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/25a4654cfd655e03126bd40a667cc36d1b9302ca07c9a6a276c635573184e52b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "25a4654cfd655e03126bd40a667cc36d1b9302ca07c9a6a276c635573184e52b",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C127",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Nebraska business corporation may domesticate elsewhere if the destination law permits it and the corporation adopts a plan under Nebraska law.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-2,127",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic business corporation may become a foreign business corporation if the domestication is permitted by the laws of the foreign jurisdiction. Regardless of whether the laws of the foreign jurisdiction require the adoption of a plan of domestication, the domestication shall be approved by the adoption by the corporation of a plan of domestication in the manner provided in sections 21-2,127 to 21-2,132.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/25a4654cfd655e03126bd40a667cc36d1b9302ca07c9a6a276c635573184e52b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "25a4654cfd655e03126bd40a667cc36d1b9302ca07c9a6a276c635573184e52b",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C127",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Neb. Rev. Stat. § 21-2,143",
          "quote": "A foreign unincorporated entity may become a domestic business corporation if the organic law of the foreign unincorporated entity authorizes it to become a corporation in another jurisdiction.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/c54d2e71069ee1111b1a5e95780dbe9b0e26c89d368f8b9967faaa1215fd9709.html",
          "source_sha256": "c54d2e71069ee1111b1a5e95780dbe9b0e26c89d368f8b9967faaa1215fd9709",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C143"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Domestic or foreign qualifying unincorporated entities may be conversion sources for a Nebraska business corporation.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-214",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Unincorporated entity means an organization or artificial legal person that either has a separate legal existence or has the power to acquire an estate in real property in its own name and that is not any of the following: A domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, or a foreign government. The term includes a general partnership, limited liability company, limited partnership, business trust, joint-stock association, and unincorporated nonprofit association.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/7c609dce39b4ae2ba6ebbe6d06f542c5c1ec428061d76bf745254077bc1fd001.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7c609dce39b4ae2ba6ebbe6d06f542c5c1ec428061d76bf745254077bc1fd001",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-214",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Neb. Rev. Stat. § 21-2,143",
          "quote": "A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion. (b) A domestic business corporation may become a foreign unincorporated entity if the entity conversion is permitted by the laws of the foreign jurisdiction.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/c54d2e71069ee1111b1a5e95780dbe9b0e26c89d368f8b9967faaa1215fd9709.html",
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        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Nebraska business corporation may convert to a qualifying domestic or foreign unincorporated entity.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-214",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Unincorporated entity means an organization or artificial legal person that either has a separate legal existence or has the power to acquire an estate in real property in its own name and that is not any of the following: A domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, or a foreign government. The term includes a general partnership, limited liability company, limited partnership, business trust, joint-stock association, and unincorporated nonprofit association.",
      "readiness": "ready",
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      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7c609dce39b4ae2ba6ebbe6d06f542c5c1ec428061d76bf745254077bc1fd001",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-214",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The corporate filing-fee locator is the Nebraska Model Business Corporation Act catch-all in §21-205(a)(12).",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-205",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any other document required or permitted to be filed by the Nebraska Model Business Corporation Act: (i) If the filing is submitted in writing, the fee shall be $30; and (ii) If the filing is submitted electronically pursuant to section 84-511, the fee shall be $25;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/f7b21694b9e8f580a99d3ae77057d3ed3009e26c273439d153d0f1aefa3ec66f.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f7b21694b9e8f580a99d3ae77057d3ed3009e26c273439d153d0f1aefa3ec66f",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-205",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Neb. Rev. Stat. § 21-2,146",
          "quote": "The articles of entity conversion shall be delivered to the Secretary of State for filing and shall take effect at the effective time provided in section 21-206.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/52de0cb77d923e3efbb16aa7ce1af49d98862c11de13e16ab5e8965a56dd45c0.html",
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          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C146"
        },
        {
          "pinpoint": "Neb. Rev. Stat. § 21-2,147",
          "quote": "The articles of charter surrender shall be delivered by the corporation to the Secretary of State for filing. The articles of charter surrender shall take effect on the effective time provided in section 21-206.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/a382006b0c77586a6c7623c99b7ce59e47cb0e73639e69b95f6c1f45920c429e.html",
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          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C147"
        },
        {
          "pinpoint": "Neb. Rev. Stat. § 21-2,127",
          "quote": "The plan of domestication must include: (1) A statement of the jurisdiction in which the corporation is to be domesticated; (2) The terms and conditions of the domestication; (3) The manner and basis of reclassifying the shares of the corporation following its domestication into shares or other securities, obligations, rights to acquire shares or other securities, cash, other property, or any combination of the foregoing; and (4) Any desired amendments to the articles of incorporation of the corporation following its domestication.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/25a4654cfd655e03126bd40a667cc36d1b9302ca07c9a6a276c635573184e52b.html",
          "source_sha256": "25a4654cfd655e03126bd40a667cc36d1b9302ca07c9a6a276c635573184e52b",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C127"
        },
        {
          "pinpoint": "Neb. Rev. Stat. § 21-2,129",
          "quote": "The articles of domestication shall be delivered to the Secretary of State for filing, and shall take effect at the effective time provided in section 21-206.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/4fd1379fb1316fb4923b6db69921a8486bec736901d2e34aa5822f26f662e04a.html",
          "source_sha256": "4fd1379fb1316fb4923b6db69921a8486bec736901d2e34aa5822f26f662e04a",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C129"
        },
        {
          "pinpoint": "Neb. Rev. Stat. § 21-2,130",
          "quote": "The articles of charter surrender shall be delivered by the corporation to the Secretary of State for filing.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/a1d0667dad48c3ffa7bf9de0373b4f493b04c313d60e22f6a91f9a3f43996bab.html",
          "source_sha256": "a1d0667dad48c3ffa7bf9de0373b4f493b04c313d60e22f6a91f9a3f43996bab",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C130"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Entity conversion uses a plan and articles of conversion or charter surrender; domestication uses a plan and articles of domestication or charter surrender.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-2,144",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A plan of entity conversion must include: (1) A statement of the type of other entity the surviving entity will be and, if it will be a foreign other entity, its jurisdiction of organization; (2) The terms and conditions of the conversion; (3) The manner and basis of converting the shares of the domestic business corporation following its conversion into interests or other securities, obligations, rights to acquire interests or other securities, cash, other property, or any combination of the foregoing; and (4) The full text, as they will be in effect immediately after consummation of the conversion, of the organic documents of the surviving entity.",
      "readiness": "ready",
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      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C144",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "Neb. Rev. Stat. § 21-2,127",
          "quote": "A foreign business corporation may become a domestic business corporation only if the domestication is permitted by the organic law of the foreign corporation.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/25a4654cfd655e03126bd40a667cc36d1b9302ca07c9a6a276c635573184e52b.html",
          "source_sha256": "25a4654cfd655e03126bd40a667cc36d1b9302ca07c9a6a276c635573184e52b",
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        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Foreign conversion and domestication routes depend on authorization or permission under the other jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-2,143",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion. (b) A domestic business corporation may become a foreign unincorporated entity if the entity conversion is permitted by the laws of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
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      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/c54d2e71069ee1111b1a5e95780dbe9b0e26c89d368f8b9967faaa1215fd9709.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c54d2e71069ee1111b1a5e95780dbe9b0e26c89d368f8b9967faaa1215fd9709",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C143",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Nebraska's corporation statute uses the terms entity conversion and domestication.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-2,127",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A foreign business corporation may become a domestic business corporation only if the domestication is permitted by the organic law of the foreign corporation.",
      "readiness": "ready",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/25a4654cfd655e03126bd40a667cc36d1b9302ca07c9a6a276c635573184e52b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "25a4654cfd655e03126bd40a667cc36d1b9302ca07c9a6a276c635573184e52b",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C127",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition appears in the complete corporate domestication and entity-conversion transaction bands.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
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      "quote": null,
      "readiness": "ready",
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      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c54d2e71069ee1111b1a5e95780dbe9b0e26c89d368f8b9967faaa1215fd9709",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C143",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Neb. Rev. Stat. § 21-180",
          "quote": "A plan of domestication must be consented to: (1) by all the members, subject to section 21-183, if the domesticating company is a limited liability company; and (2) as provided in the domesticating company's governing statute, if the company is a foreign limited liability company.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/ab06b014a938ec3d27e6a9afd68007b1d357640951604711aa64256b909f4ba1.html",
          "source_sha256": "ab06b014a938ec3d27e6a9afd68007b1d357640951604711aa64256b909f4ba1",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-180"
        },
        {
          "pinpoint": "Neb. Rev. Stat. § 21-183",
          "quote": "If a member of a constituent, converting, or domesticating limited liability company will have personal liability with respect to a surviving, converted, or domesticated organization, approval or amendment of a plan of merger, conversion, or domestication are ineffective without the consent of the member, unless: (1) the company's operating agreement provides for approval of a merger, conversion, or domestication with the consent of fewer than all the members; and (2) the member has consented to the provision of the operating agreement.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/16ed4a097a0c19ea2536ba222dec656156abb34c202cf2dd576c5db65ebb8678.html",
          "source_sha256": "16ed4a097a0c19ea2536ba222dec656156abb34c202cf2dd576c5db65ebb8678",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-183"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "All members must consent to an LLC conversion plan; domestication and personal-liability approvals are governed by separate consent rules.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-176",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subject to section 21-183, a plan of conversion must be consented to by all the members of a converting limited liability company.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/e5eccde0aabe9e459baebc6fd8ba0278acbd230031361417779ca2d7625f2d10.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e5eccde0aabe9e459baebc6fd8ba0278acbd230031361417779ca2d7625f2d10",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-176",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Neb. Rev. Stat. § 21-182",
          "quote": "When a domestication takes effect: (1) the domesticated company is for all purposes the company that existed before the domestication; (2) all property owned by the domesticating company remains vested in the domesticated company; (3) all debts, obligations, or other liabilities of the domesticating company continue as debts, obligations, or other liabilities of the domesticated company; (4) an action or proceeding pending by or against a domesticating company may be continued as if the domestication had not occurred; (5) except as prohibited by other law, all of the rights, privileges, immunities, powers, and purposes of the domesticating company remain vested in the domesticated company; (6) except as otherwise provided in the plan of domestication, the terms and conditions of the plan of domestication take effect; and (7) except as otherwise agreed, the domestication does not dissolve a domesticating limited liability company for the purposes of sections 21-147 to 21-154.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/d9cf3a33be3ff5a7866bf39a200f8046852390105186d434fe7b48998be7c393.html",
          "source_sha256": "d9cf3a33be3ff5a7866bf39a200f8046852390105186d434fe7b48998be7c393",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-182"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A converted organization is the same entity for all purposes; Nebraska separately preserves the domesticating company through domestication.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-178",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "An organization that has been converted pursuant to sections 21-170 to 21-184 is for all purposes the same entity that existed before the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/90ef4e4f577aec31373497609ea90f0f8aa904f240b9de0f6a88300015e92b42.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "90ef4e4f577aec31373497609ea90f0f8aa904f240b9de0f6a88300015e92b42",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-178",
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    "structuring:pp-conversion-domestication#NE.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "An organization other than an LLC may convert to a Nebraska LLC when its governing statute authorizes the conversion and its law is satisfied.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-175",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "An organization other than a limited liability company or a foreign limited liability company may convert to a limited liability company, and a limited liability company may convert to an organization other than a foreign limited liability company pursuant to this section, sections 21-176 to 21-178, and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
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      "snapshot_resolved": true,
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      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-175",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#NE.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Nebraska LLC may convert to an organization other than a foreign LLC when the other governing statute authorizes the conversion and its law is satisfied.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-175",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "An organization other than a limited liability company or a foreign limited liability company may convert to a limited liability company, and a limited liability company may convert to an organization other than a foreign limited liability company pursuant to this section, sections 21-176 to 21-178, and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
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      "snapshot_resolved": true,
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      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-175",
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    "structuring:pp-conversion-domestication#NE.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A foreign LLC may domesticate into Nebraska if its governing statute authorizes the transaction, its jurisdiction does not prohibit it, and it complies with that statute.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-179",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A foreign limited liability company may become a limited liability company pursuant to this section, sections 21-180 to 21-182, and a plan of domestication, if: (1) the foreign limited liability company's governing statute authorizes the domestication; (2) the domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the foreign limited liability company complies with its governing statute in effecting the domestication.",
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      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-179",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#NE.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Nebraska LLC may domesticate to another jurisdiction if that jurisdiction authorizes and does not prohibit the transaction and the LLC complies with its law.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-179",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A limited liability company may become a foreign limited liability company pursuant to this section, sections 21-180 to 21-182, and a plan of domestication, if: (1) the foreign limited liability company's governing statute authorizes the domestication; (2) the domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the foreign limited liability company complies with its governing statute in effecting the domestication.",
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    "structuring:pp-conversion-domestication#NE.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The inbound conversion source is an organization other than an LLC or foreign LLC, subject to its governing statute and jurisdictional law.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-175",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "An organization other than a limited liability company or a foreign limited liability company may convert to a limited liability company, and a limited liability company may convert to an organization other than a foreign limited liability company pursuant to this section, sections 21-176 to 21-178, and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
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      "snapshot_resolved": true,
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      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-175",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Nebraska LLC may convert to an organization other than a foreign LLC under the Act's conversion conditions.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-175",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "An organization other than a limited liability company or a foreign limited liability company may convert to a limited liability company, and a limited liability company may convert to an organization other than a foreign limited liability company pursuant to this section, sections 21-176 to 21-178, and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
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      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-175",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The fee locator is the Nebraska LLC Act's general filing-fee provision in §21-192(1).",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-192",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The filing fee for all filings under the Nebraska Uniform Limited Liability Company Act, including amendments and name reservation, shall be thirty dollars if the filing is submitted in writing and twenty-five dollars if the filing is submitted electronically pursuant to section 84-511, except that:",
      "readiness": "ready",
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      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-192",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Neb. Rev. Stat. § 21-175",
          "quote": "A plan of conversion must be in a record and must include: (1) the name and form of the organization before conversion; (2) the name and form of the organization after conversion; (3) 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 (4) the organizational documents of the converted organization that are, or are proposed to be, in a record.",
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          "source_sha256": "365c521df9e9ee57f5ec778cbf0b151c1542b7c1cff9c865f58a276b85bebe41",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-175"
        },
        {
          "pinpoint": "Neb. Rev. Stat. § 21-179",
          "quote": "A plan of domestication must be in a record and must include: (1) the name of the domesticating company before domestication and the jurisdiction of its governing statute; (2) the name of the domesticated company after domestication and the jurisdiction of its governing statute; (3) the terms and conditions of the domestication, including the manner and basis for converting interests in the domesticating company into any combination of money, interests in the domesticated company, and other consideration; and (4) the organizational documents of the domesticated company that are, or are proposed to be, in a record.",
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          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/8e3a9b1e9bd48da40afe7418c8dc595e1bd2e3c072c846f78628d520aae6ce31.html",
          "source_sha256": "8e3a9b1e9bd48da40afe7418c8dc595e1bd2e3c072c846f78628d520aae6ce31",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-179"
        },
        {
          "pinpoint": "Neb. Rev. Stat. § 21-181",
          "quote": "After a plan of domestication is approved, a domesticating company shall deliver to the Secretary of State for filing articles of domestication, which must include: (1) a statement, as the case may be, that the company has been domesticated from or into another jurisdiction; (2) the name of the domesticating company and the jurisdiction of its governing statute; (3) the name of the domesticated company and the jurisdiction of its governing statute; (4) the date the domestication is effective under the governing statute of the domesticated company; (5) if the domesticating company was a limited liability company, a statement that the domestication was approved as required by the Nebraska Uniform Limited Liability Company Act; and (6) if the domesticating company was a foreign limited liability company, a statement that the domestication was approved as required by the governing statute of the other jurisdiction.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/7ecf8caf6dd6d499563978d0c91ab149b14f5f98789fa0ae1aa062c6c79fc310.html",
          "source_sha256": "7ecf8caf6dd6d499563978d0c91ab149b14f5f98789fa0ae1aa062c6c79fc310",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-181"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Conversion uses a plan and articles of conversion or an inbound certificate of organization; domestication uses a plan and articles of domestication.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-177",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "After a plan of conversion is approved: (1) a converting limited liability company shall deliver to the Secretary of State for filing articles of conversion, which must be signed as provided in subsection (a) of section 21-119 and must include: (A) a statement that the limited liability company has been converted into another organization; (B) the name and form of the organization and the jurisdiction of its governing statute; (C) the date the conversion is effective under the governing statute of the converted organization; (D) a statement that the conversion was approved as required by the Nebraska Uniform Limited Liability Company Act; and (E) a statement that the conversion was approved as required by the governing statute of the converted organization; and (2) if the converting organization is not a converting limited liability company, the converting organization shall deliver to the Secretary of State for filing a certificate of organization, which must include, in addition to the information required by subsection (b) of section 21-117: (A) a statement that the converted organization was converted from another organization; (B) the name and form of that converting organization and the jurisdiction of its governing statute; and (C) a statement that the conversion was approved in a manner that complied with the converting organization's governing statute.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/e47f7fc876e7d8a8cd6316140bbb703581195fc8d57e03543b73fb6df0c03aeb.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e47f7fc876e7d8a8cd6316140bbb703581195fc8d57e03543b73fb6df0c03aeb",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-177",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.llc.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "Neb. Rev. Stat. § 21-179",
          "quote": "A foreign limited liability company may become a limited liability company pursuant to this section, sections 21-180 to 21-182, and a plan of domestication, if: (1) the foreign limited liability company's governing statute authorizes the domestication; (2) the domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the foreign limited liability company complies with its governing statute in effecting the domestication.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/8e3a9b1e9bd48da40afe7418c8dc595e1bd2e3c072c846f78628d520aae6ce31.html",
          "source_sha256": "8e3a9b1e9bd48da40afe7418c8dc595e1bd2e3c072c846f78628d520aae6ce31",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-179"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The other governing statute must authorize a conversion, and the foreign governing statute must authorize a domestication.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-175",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "An organization other than a limited liability company or a foreign limited liability company may convert to a limited liability company, and a limited liability company may convert to an organization other than a foreign limited liability company pursuant to this section, sections 21-176 to 21-178, and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/365c521df9e9ee57f5ec778cbf0b151c1542b7c1cff9c865f58a276b85bebe41.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "365c521df9e9ee57f5ec778cbf0b151c1542b7c1cff9c865f58a276b85bebe41",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-175",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Nebraska's LLC Act uses the terms conversion and domestication for these entity-migration transactions.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 21-179",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A foreign limited liability company may become a limited liability company pursuant to this section, sections 21-180 to 21-182, and a plan of domestication, if: (1) the foreign limited liability company's governing statute authorizes the domestication; (2) the domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the foreign limited liability company complies with its governing statute in effecting the domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/8e3a9b1e9bd48da40afe7418c8dc595e1bd2e3c072c846f78628d520aae6ce31.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8e3a9b1e9bd48da40afe7418c8dc595e1bd2e3c072c846f78628d520aae6ce31",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-179",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition appears in the complete LLC conversion and domestication transaction band.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/365c521df9e9ee57f5ec778cbf0b151c1542b7c1cff9c865f58a276b85bebe41.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "365c521df9e9ee57f5ec778cbf0b151c1542b7c1cff9c865f58a276b85bebe41",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-175",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Neb. Rev. Stat. § 67-447",
          "quote": "A partnership may be converted to a limited partnership pursuant to this section.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/535f25c7a42a5336c7d148e7ca623ddcb757b63502267e2c552efedd117c1241.html",
          "source_sha256": "535f25c7a42a5336c7d148e7ca623ddcb757b63502267e2c552efedd117c1241",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-447"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Unless organizational documents provide otherwise, an outgoing LP plan requires every general partner and the specified majority of limited-partner interests; inbound partnership approval follows §67-447.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 67-297",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic limited partnership may convert into a domestic partnership pursuant to sections 67-446 to 67-453. A domestic limited partnership may convert into a domestic limited liability company pursuant to sections 21-170 to 21-184 and may convert into a foreign limited liability company in accordance with this section and the applicable law of the state of formation of such foreign limited liability company. In each case, the conversion of a domestic limited partnership into such other type of entity shall be made pursuant to a plan of conversion setting forth the information required in subdivision (b)(1) of this section and such information required pursuant to the statute under which such conversion shall be effected. Unless otherwise provided in its organizational documents, a plan of conversion shall be approved by the domestic limited partnership by each general partner and by the limited partners who own in the aggregate more than a fifty percent interest in the profits of such limited partnership owned by all of the limited partners or, if there is more than one class or group of limited partners, then by limited partners of each class or group of limited partners, in either case, who own in the aggregate more than fifty percent of the then current percentage of other interest in the profits of such limited partnership owned by all of the limited partners in each such class or group. Notwithstanding such approval, at any time before the articles of conversion are filed, a plan of conversion may be terminated or amended pursuant to a provision for such termination or amendment contained in the plan of conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/4fc0a0aadb9395a94547214cc7b30b63122635f9a839361ff0d59e919eb2084c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4fc0a0aadb9395a94547214cc7b30b63122635f9a839361ff0d59e919eb2084c",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-297",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.lp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Neb. Rev. Stat. § 67-449",
          "quote": "A partnership or limited partnership that has been converted pursuant to sections 67-446 to 67-453 is for all purposes the same entity that existed before the conversion.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/c6d8ca62e7db3577269e779e83a5f181a996ef93d5673f870e8aad5f0ddb54fc.html",
          "source_sha256": "c6d8ca62e7db3577269e779e83a5f181a996ef93d5673f870e8aad5f0ddb54fc",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-449"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A converted limited partnership remains the same entity; the partnership-to-LP route has a parallel unchanged-entity rule.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 67-299",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic limited partnership that has been converted pursuant to the Nebraska Uniform Limited Partnership Act is for all purposes the same domestic limited partnership that existed before the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/5ae9160e97561949c0212a7898c724fd840f53ff910255210016a03ea9510307.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5ae9160e97561949c0212a7898c724fd840f53ff910255210016a03ea9510307",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-299",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "Neb. Rev. Stat. § 21-175",
          "quote": "An organization other than a limited liability company or a foreign limited liability company may convert to a limited liability company, and a limited liability company may convert to an organization other than a foreign limited liability company pursuant to this section, sections 21-176 to 21-178, and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/365c521df9e9ee57f5ec778cbf0b151c1542b7c1cff9c865f58a276b85bebe41.html",
          "source_sha256": "365c521df9e9ee57f5ec778cbf0b151c1542b7c1cff9c865f58a276b85bebe41",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-175"
        },
        {
          "pinpoint": "Neb. Rev. Stat. § 21-2,143",
          "quote": "A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion. (b) A domestic business corporation may become a foreign unincorporated entity if the entity conversion is permitted by the laws of the foreign jurisdiction.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/c54d2e71069ee1111b1a5e95780dbe9b0e26c89d368f8b9967faaa1215fd9709.html",
          "source_sha256": "c54d2e71069ee1111b1a5e95780dbe9b0e26c89d368f8b9967faaa1215fd9709",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C143"
        },
        {
          "pinpoint": "Neb. Rev. Stat. § 21-214",
          "quote": "Unincorporated entity means an organization or artificial legal person that either has a separate legal existence or has the power to acquire an estate in real property in its own name and that is not any of the following: A domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, or a foreign government. The term includes a general partnership, limited liability company, limited partnership, business trust, joint-stock association, and unincorporated nonprofit association.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/7c609dce39b4ae2ba6ebbe6d06f542c5c1ec428061d76bf745254077bc1fd001.html",
          "source_sha256": "7c609dce39b4ae2ba6ebbe6d06f542c5c1ec428061d76bf745254077bc1fd001",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-214"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A partnership may convert to a Nebraska limited partnership; cross-act routes also permit an LLC or domestic business corporation to convert to an LP.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 67-447",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A partnership may be converted to a limited partnership pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/535f25c7a42a5336c7d148e7ca623ddcb757b63502267e2c552efedd117c1241.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "535f25c7a42a5336c7d148e7ca623ddcb757b63502267e2c552efedd117c1241",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-447",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Nebraska limited partnership may convert to a domestic partnership, domestic LLC, or foreign LLC under the specified transaction statutes and approvals.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 67-297",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic limited partnership may convert into a domestic partnership pursuant to sections 67-446 to 67-453. A domestic limited partnership may convert into a domestic limited liability company pursuant to sections 21-170 to 21-184 and may convert into a foreign limited liability company in accordance with this section and the applicable law of the state of formation of such foreign limited liability company. In each case, the conversion of a domestic limited partnership into such other type of entity shall be made pursuant to a plan of conversion setting forth the information required in subdivision (b)(1) of this section and such information required pursuant to the statute under which such conversion shall be effected. Unless otherwise provided in its organizational documents, a plan of conversion shall be approved by the domestic limited partnership by each general partner and by the limited partners who own in the aggregate more than a fifty percent interest in the profits of such limited partnership owned by all of the limited partners or, if there is more than one class or group of limited partners, then by limited partners of each class or group of limited partners, in either case, who own in the aggregate more than fifty percent of the then current percentage of other interest in the profits of such limited partnership owned by all of the limited partners in each such class or group. Notwithstanding such approval, at any time before the articles of conversion are filed, a plan of conversion may be terminated or amended pursuant to a provision for such termination or amendment contained in the plan of conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/4fc0a0aadb9395a94547214cc7b30b63122635f9a839361ff0d59e919eb2084c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4fc0a0aadb9395a94547214cc7b30b63122635f9a839361ff0d59e919eb2084c",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-297",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No inbound limited-partnership domestication authorization appears in the complete Nebraska Uniform Limited Partnership Act.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/65c6abb8ab3852ff0ff46ed23ef316141d5178464342930a06738db0fc2d5fe8.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "65c6abb8ab3852ff0ff46ed23ef316141d5178464342930a06738db0fc2d5fe8",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-293",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No outbound limited-partnership domestication authorization appears in the complete Nebraska Uniform Limited Partnership Act.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/65c6abb8ab3852ff0ff46ed23ef316141d5178464342930a06738db0fc2d5fe8.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "65c6abb8ab3852ff0ff46ed23ef316141d5178464342930a06738db0fc2d5fe8",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-293",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Neb. Rev. Stat. § 21-2,143(a)",
          "quote": "A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion.",
          "role": "corporation source route",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-4/NE/10a9607d74217a05af2d68e218a6c70f9f0a8971672a75848f0165cf72691d66.html",
          "source_sha256": "10a9607d74217a05af2d68e218a6c70f9f0a8971672a75848f0165cf72691d66",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C143"
        },
        {
          "pinpoint": "Neb. Rev. Stat. § 21-214(52)",
          "quote": "The term includes a general partnership, limited liability company, limited partnership, business trust, joint-stock association, and unincorporated nonprofit association.",
          "role": "limited partnership is an unincorporated entity",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-4/NE/cca7c87fb439ef7b770f42bedacf8d783bef6c5b98d210db111a46414cccca8a.html",
          "source_sha256": "cca7c87fb439ef7b770f42bedacf8d783bef6c5b98d210db111a46414cccca8a",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-214"
        },
        {
          "pinpoint": "Neb. Rev. Stat. § 21-175(a)",
          "quote": "a limited liability company may\nconvert to an organization other than a foreign limited liability company\npursuant to this section",
          "role": "LLC source route",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-4/NE/a9a6b54b254de13d859141e94d8d6c60442705e12b74bb68d30ac57d133ae1a1.html",
          "source_sha256": "a9a6b54b254de13d859141e94d8d6c60442705e12b74bb68d30ac57d133ae1a1",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-175"
        },
        {
          "pinpoint": "Neb. Rev. Stat. § 21-170(9)",
          "quote": "(9) Organization means\na general partnership, including a limited liability partnership, limited\npartnership, including a limited liability limited partnership, limited liability\ncompany, business trust, corporation, or any other person having a governing\nstatute. The term includes a domestic or foreign organization.",
          "role": "definition of organization",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-4/NE/19dad79f6968edf8164d42d9474e621bc1250041869194c1bed1b060d11a87ad.html",
          "source_sha256": "19dad79f6968edf8164d42d9474e621bc1250041869194c1bed1b060d11a87ad",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-170"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Stated source types are a partnership, a domestic business corporation and an LLC (an LLC may convert to any 'organization', a term defined to include a limited partnership).",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 67-447(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A partnership may be converted to a limited partnership pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-4/NE/86c79ebc33d68b165b017eb3b8bb9c8a94d47380288502d7b6709386079b53bb.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "86c79ebc33d68b165b017eb3b8bb9c8a94d47380288502d7b6709386079b53bb",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-447",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Neb. Rev. Stat. § 21-214",
          "quote": "Unincorporated entity means an organization or artificial legal person that either has a separate legal existence or has the power to acquire an estate in real property in its own name and that is not any of the following: A domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, or a foreign government. The term includes a general partnership, limited liability company, limited partnership, business trust, joint-stock association, and unincorporated nonprofit association.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/7c609dce39b4ae2ba6ebbe6d06f542c5c1ec428061d76bf745254077bc1fd001.html",
          "source_sha256": "7c609dce39b4ae2ba6ebbe6d06f542c5c1ec428061d76bf745254077bc1fd001",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-214"
        },
        {
          "pinpoint": "Neb. Rev. Stat. § 21-2,143",
          "quote": "(c) A domestic unincorporated entity may become a domestic business corporation. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of either an entity conversion or a merger, a plan of entity conversion shall be adopted and approved, the entity conversion effectuated, and appraisal rights exercised in accordance with the procedures in sections 21-2,143 to 21-2,149 and sections 21-2,171 to 21-2,183. Without limiting the provisions of this subsection, a domestic unincorporated entity whose organic law does not provide procedures for the approval of an entity conversion shall be subject to subsection (e) of this section and subdivision (7) of section 21-2,145. For purposes of applying sections 21-2,143 to 21-2,149 and 21-2,171 to 21-2,183: (1) The unincorporated entity, its interest holders, interests, and organic documents taken together, shall be deemed to be a domestic business corporation, shareholders, shares, and articles of incorporation, respectively and vice versa, as the context may require; and (2) If the business and affairs of the unincorporated entity are managed by a group of persons that is not identical to the interest holders, that group shall be deemed to be the board of directors.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/c54d2e71069ee1111b1a5e95780dbe9b0e26c89d368f8b9967faaa1215fd9709.html",
          "source_sha256": "c54d2e71069ee1111b1a5e95780dbe9b0e26c89d368f8b9967faaa1215fd9709",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C143"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "An LP may convert to a domestic partnership, domestic or foreign LLC, or a domestic business corporation through the applicable transaction statute.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 67-297",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic limited partnership may convert into a domestic partnership pursuant to sections 67-446 to 67-453. A domestic limited partnership may convert into a domestic limited liability company pursuant to sections 21-170 to 21-184 and may convert into a foreign limited liability company in accordance with this section and the applicable law of the state of formation of such foreign limited liability company. In each case, the conversion of a domestic limited partnership into such other type of entity shall be made pursuant to a plan of conversion setting forth the information required in subdivision (b)(1) of this section and such information required pursuant to the statute under which such conversion shall be effected. Unless otherwise provided in its organizational documents, a plan of conversion shall be approved by the domestic limited partnership by each general partner and by the limited partners who own in the aggregate more than a fifty percent interest in the profits of such limited partnership owned by all of the limited partners or, if there is more than one class or group of limited partners, then by limited partners of each class or group of limited partners, in either case, who own in the aggregate more than fifty percent of the then current percentage of other interest in the profits of such limited partnership owned by all of the limited partners in each such class or group. Notwithstanding such approval, at any time before the articles of conversion are filed, a plan of conversion may be terminated or amended pursuant to a provision for such termination or amendment contained in the plan of conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/4fc0a0aadb9395a94547214cc7b30b63122635f9a839361ff0d59e919eb2084c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4fc0a0aadb9395a94547214cc7b30b63122635f9a839361ff0d59e919eb2084c",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-297",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The fee locator is the Nebraska Uniform Limited Partnership Act's general filing-fee provision in §67-293.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 67-293",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The filing fee for all filings pursuant to the Nebraska Uniform Limited Partnership Act, including amendments and name reservation, shall be thirty dollars if the filing is submitted in writing and twenty-five dollars if the filing is submitted electronically pursuant to section 84-511, except that the filing fee for filing a certificate of limited partnership pursuant to section 67-240 and for filing an application for registration as a foreign limited partnership pursuant to section 67-281 shall be one hundred ten dollars if the filing is submitted in writing and one hundred dollars if the filing is submitted electronically pursuant to section 84-511.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/65c6abb8ab3852ff0ff46ed23ef316141d5178464342930a06738db0fc2d5fe8.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "65c6abb8ab3852ff0ff46ed23ef316141d5178464342930a06738db0fc2d5fe8",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-293",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Neb. Rev. Stat. § 67-298",
          "quote": "After a plan of conversion is approved, a domestic limited partnership that is being converted shall deliver to the Secretary of State for filing articles of conversion which shall include all of the following: (1) A statement that the domestic limited partnership has been converted into another entity; (2) The name and form of the other entity and the jurisdiction of its governing statute; (3) The date the conversion is effective under the governing statute of the converted entity; (4) A statement that the conversion was approved as required by sections 67-446 to 67-453; (5) A statement that the conversion was approved as required by the governing statute of the converted entity; and (6) A domestic limited partnership converting into a foreign limited liability company shall deliver to the office of the Secretary of State for filing (A) a certificate which sets forth all of the information required to be in the certificate or other instrument of conversion filed pursuant to the laws under which the resulting foreign limited liability company is formed and (B) an agreement that the resulting foreign limited liability company may be served with process within or outside this state in any proceeding in the courts of this state for the enforcement of any obligation of the former domestic corporation.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/ce09b03fe3977477ac4efb09b3b38ebaf78a3d8194ee765226f21a639af2c75a.html",
          "source_sha256": "ce09b03fe3977477ac4efb09b3b38ebaf78a3d8194ee765226f21a639af2c75a",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-298"
        },
        {
          "pinpoint": "Neb. Rev. Stat. § 67-447",
          "quote": "A partnership may be converted to a limited partnership pursuant to this section.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/535f25c7a42a5336c7d148e7ca623ddcb757b63502267e2c552efedd117c1241.html",
          "source_sha256": "535f25c7a42a5336c7d148e7ca623ddcb757b63502267e2c552efedd117c1241",
          "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-447"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "An outgoing LP uses a plan and articles of conversion; a partnership converting into an LP files a certificate of limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 67-297",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A plan of conversion shall be in a record and shall include all of the following: (A) The name of the domestic limited partnership before conversion; (B) The name and form of the converted entity after conversion; (C) The terms and conditions of the conversion, including the manner and basis for converting the interests of the limited partnership into any combination of obligations, interests, or rights in the converted organization or other consideration; and (D) The organizational documents of the converted business entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/4fc0a0aadb9395a94547214cc7b30b63122635f9a839361ff0d59e919eb2084c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4fc0a0aadb9395a94547214cc7b30b63122635f9a839361ff0d59e919eb2084c",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-297",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A conversion to a foreign LLC must also comply with the law of that LLC's formation state.",
      "fetch_event_id": null,
      "pinpoint": "Neb. Rev. Stat. § 67-297",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic limited partnership may convert into a domestic partnership pursuant to sections 67-446 to 67-453. A domestic limited partnership may convert into a domestic limited liability company pursuant to sections 21-170 to 21-184 and may convert into a foreign limited liability company in accordance with this section and the applicable law of the state of formation of such foreign limited liability company. In each case, the conversion of a domestic limited partnership into such other type of entity shall be made pursuant to a plan of conversion setting forth the information required in subdivision (b)(1) of this section and such information required pursuant to the statute under which such conversion shall be effected. Unless otherwise provided in its organizational documents, a plan of conversion shall be approved by the domestic limited partnership by each general partner and by the limited partners who own in the aggregate more than a fifty percent interest in the profits of such limited partnership owned by all of the limited partners or, if there is more than one class or group of limited partners, then by limited partners of each class or group of limited partners, in either case, who own in the aggregate more than fifty percent of the then current percentage of other interest in the profits of such limited partnership owned by all of the limited partners in each such class or group. Notwithstanding such approval, at any time before the articles of conversion are filed, a plan of conversion may be terminated or amended pursuant to a provision for such termination or amendment contained in the plan of conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/4fc0a0aadb9395a94547214cc7b30b63122635f9a839361ff0d59e919eb2084c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4fc0a0aadb9395a94547214cc7b30b63122635f9a839361ff0d59e919eb2084c",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-297",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The Act uses conversion; no domestication, redomestication, continuance, or domicile-transfer term appears in the complete Act.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/65c6abb8ab3852ff0ff46ed23ef316141d5178464342930a06738db0fc2d5fe8.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "65c6abb8ab3852ff0ff46ed23ef316141d5178464342930a06738db0fc2d5fe8",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-293",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NE.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition appears in the complete Nebraska Uniform Limited Partnership Act.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NE/snapshots/c50/NE/4fc0a0aadb9395a94547214cc7b30b63122635f9a839361ff0d59e919eb2084c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4fc0a0aadb9395a94547214cc7b30b63122635f9a839361ff0d59e919eb2084c",
      "source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-297",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Outbound corporate conversion requires board adoption and shareholder approval under the voting and owner-liability rules in RSA 293-A:9.52(a).",
      "fetch_event_id": null,
      "pinpoint": "RSA 293-A:9.52(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) In the case of an entity conversion of a domestic business corporation to a domestic or foreign unincorporated entity: (1) The plan of entity conversion must be adopted by the board of directors. (2) After adopting the plan of entity conversion, the board of directors must submit the plan to the shareholders for their approval. The board of directors must also transmit to the shareholders a recommendation that the shareholders approve the plan, unless (i) the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation or (ii) RSA 293-A:8.26 applies. If (i) or (ii) applies, the board of directors shall transmit to the shareholders the basis for that determination. (3) The board of directors may condition its submission of the plan of entity conversion to the shareholders on any basis. (4) If the approval of the shareholders is to be given at a meeting, the corporation must notify each shareholder, whether or not entitled to vote, of the meeting of shareholders at which the plan of entity conversion is to be submitted for approval. The notice must state that the purpose, or one of the purposes, of the meeting is to consider the plan and must contain or be accompanied by a copy or summary of the plan. The notice shall include or be accompanied by a copy of the organic documents as they will be in effect immediately after the entity conversion. (5) Unless the articles of incorporation, or the board of directors acting pursuant to RSA 293-A:9.52(a)(3), requires a greater vote or a greater number of votes to be present, approval of the plan of entity conversion requires the approval of each voting group entitled to vote separately on the plan by a majority of all the votes entitled to be cast on the plan by that voting group. (6) If any provision of the articles of incorporation, bylaws, or an agreement to which any of the directors or shareholders are parties, adopted or entered into before the effective date of RSA 293-A:9.50 through RSA 293-A:9.56, applies to a merger of the corporation and the document does not refer to an entity conversion of the corporation, the provision shall be deemed to apply to an entity conversion of the corporation until such time as the provision is subsequently amended. (7) If as a result of the conversion one or more shareholders of the corporation would become subject to owner liability for the debts, obligations, or liabilities of any other person or entity, approval of the plan of conversion shall require the signing, by each such shareholder who does not assert appraisal rights, of a separate written consent to become subject to such owner liability. (8) A plan of entity conversion may be approved for a participating corporation by written consent of shareholders entitled to vote, as provided in RSA 293-A:7.04. If the plan of entity conversion is approved by written consent of all shareholders, whether or not entitled to vote, a resolution of the board of directors of the participating corporation approving, proposing, submitting, recommending, or otherwise respecting the plan of entity conversion is not necessary and shareholders of the participating corporation are not entitled to receive notice of or to dissent from the plan of entity conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "For a domestic survivor, property, liabilities, proceedings, organic documents, ownership interests, and uninterrupted entity identity continue as stated.",
      "fetch_event_id": null,
      "pinpoint": "RSA 293-A:9.55(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion under this subdivision in which the surviving entity is a domestic business corporation or domestic unincorporated entity becomes effective: (1) the title to all real and personal property, both tangible and intangible, of the converting entity remains in the surviving entity without reversion or impairment; (2) the liabilities of the converting entity remain the liabilities of the surviving entity; (3) an action or proceeding pending against the converting entity continues against the surviving entity as if the conversion had not occurred; (4) in the case of a surviving entity that is a filing entity, the articles of conversion, or the articles of incorporation or public organic document attached to the articles of conversion, constitute the articles of incorporation or public organic document of the surviving entity; (5) in the case of a surviving entity that is a nonfiling entity, its private organic document provided for in the plan of conversion constitutes the private organic document of the surviving entity; (6) the shares or interests of the converting entity are reclassified into shares, interests, other securities, obligations, rights to acquire shares, interests or other securities of the surviving entity, or into cash or other property in accordance with the plan of conversion; and the shareholders or interest holders of the converting entity are entitled only to the rights provided in the plan of conversion and to any other rights they may have under the organic law of the converting entity; and (7) the surviving entity is deemed to: (i) be a domestic business corporation or unincorporated entity for all purposes; (ii) be the same corporation or unincorporated entity without interruption as the converting entity; and (iii) have been incorporated or otherwise organized on the date that the converting entity was originally incorporated or organized.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A domestic unincorporated entity may convert to a New Hampshire corporation; a foreign one may do so if its organic law authorizes it.",
      "fetch_event_id": null,
      "pinpoint": "RSA 293-A:9.50(c)-(d)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) A domestic unincorporated entity may become a domestic business corporation. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of either an entity conversion or a merger, a plan of entity conversion shall be adopted and approved, the entity conversion effectuated, and appraisal rights exercised, in accordance with the procedures in RSA 293-A:9.50 through RSA 293-A:9.56 and RSA 293-A:13.01 through RSA 293-A:13.40. Without limiting the provisions of this subsection, a domestic unincorporated entity whose organic law does not provide procedures for the approval of an entity conversion shall be subject to RSA 293-A:9.50(e) and RSA 293-A:9.52(a)(7). For purposes of applying RSA 293-A:9.50 through RSA 293-A:9.56 and RSA 293-A:13.01 through RSA 293-A:13.40: (1) the unincorporated entity, its interest holders, interests and organic documents taken together, shall be deemed to be a domestic business corporation, shareholders, shares, and articles of incorporation, respectively and vice versa, as the context may require; and (2) if a group of persons manages the business and affairs of the unincorporated entity, whether identical or not identical to the interest holders, that group shall be deemed to be the board of directors. (d) A foreign unincorporated entity may become a domestic business corporation if the organic law of the foreign unincorporated entity authorizes it to become a corporation in another jurisdiction. The laws of the state of New Hampshire govern the effect of conversion to a domestic business corporation pursuant to RSA 293-A:9.50 through RSA 293-A:9.56.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A New Hampshire corporation may convert to a domestic unincorporated entity or, if destination law permits, a foreign unincorporated entity.",
      "fetch_event_id": null,
      "pinpoint": "RSA 293-A:9.50(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion. If the organic law of the unincorporated entity does not provide for such a conversion, RSA 293-A:9.55 governs the effect of converting to that form of entity. (b) A domestic business corporation may become a foreign unincorporated entity if the entity conversion is permitted by the laws of the foreign jurisdiction. The laws of the foreign jurisdiction governs the effect of converting to an unincorporated entity organized in that jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign business corporation may domesticate into New Hampshire only if its organic law permits the domestication.",
      "fetch_event_id": null,
      "pinpoint": "RSA 293-A:9.20(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A foreign business corporation may become a domestic business corporation only if the domestication is permitted by the organic law of the foreign corporation. The laws of New Hampshire shall govern the effect of domesticating in New Hampshire pursuant to RSA 293-A:9.20 through RSA 293-A:9.25.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A New Hampshire corporation may domesticate into a foreign jurisdiction if that jurisdiction permits the domestication.",
      "fetch_event_id": null,
      "pinpoint": "RSA 293-A:9.20(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) A domestic business corporation may become a foreign business corporation if the domestication is permitted by the laws of the foreign jurisdiction. Regardless of whether the laws of the foreign jurisdiction require the adoption of a plan of domestication, the domestication shall be approved by the adoption by the corporation of a plan of domestication in the manner provided in this subdivision. The laws of the foreign jurisdiction shall govern the effect of domesticating in that jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Domestic or foreign unincorporated entities within the Act's definition may convert into a New Hampshire corporation.",
      "fetch_event_id": null,
      "pinpoint": "RSA 293-A:1.40(24A); 293-A:9.50(c)-(d)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(24A) \"Unincorporated entity\" means an organization or artificial legal person that either has a separate legal existence or has the power to acquire an estate in real property in its own name and that is not any of the following: a domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, or a foreign government. The term includes a general partnership, limited liability company, limited partnership, business trust, joint stock association, and unincorporated nonprofit association.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A New Hampshire corporation may convert to a domestic or foreign unincorporated entity within the Act's definition.",
      "fetch_event_id": null,
      "pinpoint": "RSA 293-A:1.40(24A); 293-A:9.50(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(24A) \"Unincorporated entity\" means an organization or artificial legal person that either has a separate legal existence or has the power to acquire an estate in real property in its own name and that is not any of the following: a domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, or a foreign government. The term includes a general partnership, limited liability company, limited partnership, business trust, joint stock association, and unincorporated nonprofit association.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The domestication, charter-surrender, and entity-conversion filing-fee locators are RSA 293-A:1.22(a)(5)-(8).",
      "fetch_event_id": null,
      "pinpoint": "RSA 293-A:1.22(a)(5)-(8)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(5) Articles of domestication $35 (6) Articles of charter surrender $35 (7) Articles of domestication and conversion $35 (8) Articles of entity conversion $35",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The conversion uses a plan and filed articles of entity conversion or, for an outbound foreign conversion, articles of charter surrender.",
      "fetch_event_id": null,
      "pinpoint": "RSA 293-A:9.53(d); 293-A:9.54(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(d) The articles of entity conversion shall be delivered to the secretary of state for filing, and shall take effect at the effective time provided in RSA 293-A:1.23. Articles of entity conversion under RSA 293-A:9.53(a) or (b) may be combined with any required conversion filing under the organic law of the domestic unincorporated entity if the combined filing satisfies the requirements of both this section and the other organic law. […] (b) The articles of charter surrender shall be delivered by the corporation to the secretary of state for filing. The articles of charter surrender shall take effect on the effective time provided in RSA 293-A:1.23.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Foreign conversions require authorization under the law or organic law governing the foreign unincorporated entity.",
      "fetch_event_id": null,
      "pinpoint": "RSA 293-A:9.50(b), (d)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion. If the organic law of the unincorporated entity does not provide for such a conversion, RSA 293-A:9.55 governs the effect of converting to that form of entity. (b) A domestic business corporation may become a foreign unincorporated entity if the entity conversion is permitted by the laws of the foreign jurisdiction. The laws of the foreign jurisdiction governs the effect of converting to an unincorporated entity organized in that jurisdiction. […] (c) A domestic unincorporated entity may become a domestic business corporation. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of either an entity conversion or a merger, a plan of entity conversion shall be adopted and approved, the entity conversion effectuated, and appraisal rights exercised, in accordance with the procedures in RSA 293-A:9.50 through RSA 293-A:9.56 and RSA 293-A:13.01 through RSA 293-A:13.40. Without limiting the provisions of this subsection, a domestic unincorporated entity whose organic law does not provide procedures for the approval of an entity conversion shall be subject to RSA 293-A:9.50(e) and RSA 293-A:9.52(a)(7). For purposes of applying RSA 293-A:9.50 through RSA 293-A:9.56 and RSA 293-A:13.01 through RSA 293-A:13.40: (1) the unincorporated entity, its interest holders, interests and organic documents taken together, shall be deemed to be a domestic business corporation, shareholders, shares, and articles of incorporation, respectively and vice versa, as the context may require; and (2) if a group of persons manages the business and affairs of the unincorporated entity, whether identical or not identical to the interest holders, that group shall be deemed to be the board of directors. (d) A foreign unincorporated entity may become a domestic business corporation if the organic law of the foreign unincorporated entity authorizes it to become a corporation in another jurisdiction. The laws of the state of New Hampshire govern the effect of conversion to a domestic business corporation pursuant to RSA 293-A:9.50 through RSA 293-A:9.56.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The Business Corporation Act uses the term domestication for a same-form jurisdictional move.",
      "fetch_event_id": null,
      "pinpoint": "RSA 293-A:9.20 heading",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "293-A:9.20 Domestication. –",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The complete corporate conversion and domestication provisions state no tax-clearance, tax-payment, or good-standing condition.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7de3c9e311e966d823dd572ce6c9b3fc3fe80a16ef84bfbb552ed8763d115ef5",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Outbound LLC conversion approval follows the operating agreement, its merger rule, or otherwise a majority vote of each member class or group.",
      "fetch_event_id": null,
      "pinpoint": "RSA 304-C:150, II-IV",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "II. If the limited liability company agreement specifies the manner of authorizing a statutory conversion of a business entity that is a limited liability company under this act, the statutory conversion shall be authorized as specified in the limited liability company agreement of that entity. III. If the limited liability company agreement of the limited liability company referred to in paragraph II does not specify the manner of authorizing a statutory conversion of the limited liability company and does not prohibit a statutory conversion of the limited liability company, the statutory conversion shall be authorized in the same manner as is specified in the limited liability company agreement for authorizing a merger that involves the limited liability company as a constituent party to the merger. IV. If the limited liability company agreement of the limited liability company referred to in paragraph II does not specify the manner of authorizing a statutory conversion of the limited liability company or a merger that involves the limited liability company as a constituent party and does not prohibit a statutory conversion of the limited liability company, the statutory conversion shall be authorized by majority vote of the members of the limited liability company, or, if there is more than one class or group of members, then by each class or group of members, in either case, by majority vote of the members in each class or group.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "For conversion into an LLC, rights, property, title, liabilities, proceedings, creditor rights, liens, and converted ownership interests continue as stated.",
      "fetch_event_id": null,
      "pinpoint": "RSA 304-C:149, VIII",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "VIII. Except as provided in paragraph VII: (a) The rights, privileges, immunities, and powers of the converting business entity after its statutory conversion shall be the same as before the statutory conversion. (b) All property, real, personal, and mixed, and all debts due on whatever account, and all other related claims, and all and every other interest of or belonging to or due to the converting business entity before its statutory conversion shall remain vested in the converting business entity after the statutory conversion. (c) The title to all real estate and other interests therein vested in the converting business entity after its statutory conversion shall not revert or be in any way impaired by reason of the conversion. (d) The converting business entity shall, after its statutory conversion, be liable for all liabilities and obligations of converting business entity before the statutory conversion. Any claim existing or action or proceeding pending by or against the converting business entity before its statutory conversion may be prosecuted as if the statutory conversion had not taken place, or the converting business entity as a limited liability company may be substituted in the action. (e) Neither the rights of creditors nor any liens on the property of the converting business entity shall be impaired by reason of its statutory conversion. (f) The interests or shares of the converting business entity that are to be converted into membership rights of the entity as a limited liability company under the terms of the plan of statutory conversion shall be so converted, and the former holders of these interests shall be entitled only to the membership rights in the converting business entity as a limited liability company as provided in the plan of statutory conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Another business entity may convert into a New Hampshire LLC by complying with RSA 304-C:149 and the law governing that entity.",
      "fetch_event_id": null,
      "pinpoint": "RSA 304-C:149, I",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "I. Any other business entity may make a statutory conversion of its business organization form to the limited liability company business organization form under this act by complying with the requirements of this section and with applicable law governing the other business entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A New Hampshire LLC may convert to another statutory business-organization form when the conversion and target-form statute requirements are fulfilled.",
      "fetch_event_id": null,
      "pinpoint": "RSA 304-C:150, I",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "I. An entity whose business organization form is that of a limited liability company under this act may make a statutory conversion of its business organization form to another business organization form authorized by applicable statute upon (1) the authorization of the statutory conversion in accordance with this section; and (2) the fulfillment of the requirements for a statutory conversion under the statute governing entities having the other business organization form.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign LLC may domesticate into New Hampshire only if its organic law permits the domestication.",
      "fetch_event_id": null,
      "pinpoint": "RSA 304-C:205, I",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "I. A foreign limited liability company may become a domestic limited liability company only if the domestication is permitted by the organic law of the foreign limited liability company. The laws of New Hampshire shall govern the effect of domesticating in New Hampshire pursuant to RSA 304-C:205 through RSA 304-C:210.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A New Hampshire LLC may domesticate into a foreign jurisdiction if that jurisdiction's law permits the domestication.",
      "fetch_event_id": null,
      "pinpoint": "RSA 304-C:205, II",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "II. A domestic limited liability company may become a foreign limited liability company if the domestication is permitted by the laws of the foreign jurisdiction. Regardless of whether the laws of the foreign jurisdiction require the adoption of a plan of domestication, the domestication shall be approved by the adoption by the domestic limited liability company of a plan of domestication in the manner provided in this subdivision. The laws of the foreign jurisdiction shall govern the effect of domesticating in that jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Any entity with a business-organization form other than an LLC may be an inbound source type.",
      "fetch_event_id": null,
      "pinpoint": "RSA 304-C:148, I",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "I. Another business entitymeans an entity whose business organization form is not the limited liability company business organization form.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A New Hampshire LLC may convert to another business-organization form authorized by an applicable statute.",
      "fetch_event_id": null,
      "pinpoint": "RSA 304-C:150, I",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "I. An entity whose business organization form is that of a limited liability company under this act may make a statutory conversion of its business organization form to another business organization form authorized by applicable statute upon (1) the authorization of the statutory conversion in accordance with this section; and (2) the fulfillment of the requirements for a statutory conversion under the statute governing entities having the other business organization form.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The statutory-conversion certificate filing-fee locator is RSA 304-C:191, II(d).",
      "fetch_event_id": null,
      "pinpoint": "RSA 304-C:191, II(d)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(d) Upon the receipt for filing of a certificate of amendment under RSA 304-C:34, a certificate of merger under RSA 304-C:158, a certificate of statutory conversion under RSA 304-C:149, or a restated certificate of formation under RSA 304-C:35, a fee in the amount of $35.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An inbound converting entity approves a plan and files a certificate of statutory conversion and certificate of formation.",
      "fetch_event_id": null,
      "pinpoint": "RSA 304-C:149, III-IV",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "IV. A converting business entity making a statutory conversion under this section shall file with the secretary of state: (a) A certificate of statutory conversion to a limited liability company; and (b) A certificate of formation that complies with the requirements of RSA 304-C:31.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The inbound entity's governing law and the statute governing the outbound target form must support the conversion.",
      "fetch_event_id": null,
      "pinpoint": "RSA 304-C:149, I; 304-C:150, I",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "I. Any other business entity may make a statutory conversion of its business organization form to the limited liability company business organization form under this act by complying with the requirements of this section and with applicable law governing the other business entity. […] I. An entity whose business organization form is that of a limited liability company under this act may make a statutory conversion of its business organization form to another business organization form authorized by applicable statute upon (1) the authorization of the statutory conversion in accordance with this section; and (2) the fulfillment of the requirements for a statutory conversion under the statute governing entities having the other business organization form.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The LLC Act uses the term domestication for a same-form jurisdictional move.",
      "fetch_event_id": null,
      "pinpoint": "RSA 304-C:205 heading",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "304-C:205 Domestication. –",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The complete LLC conversion and domestication provisions state no tax-clearance, tax-payment, or good-standing condition.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d94c13c310bd5ddd13c112f680b014b35799a1eb3ce59bba4a7c4549a3cdf7ce",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Approval follows the partnership agreement, its merger rule, or otherwise all general partners plus limited partners holding more than 50 percent in each applicable group.",
      "fetch_event_id": null,
      "pinpoint": "RSA 304-B:16-b",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A limited partnership may convert to an other business entity, as defined in RSA 304-B:16-a, I, other than a limited partnership, upon the authorization of such conversion in accordance with this section and to the extent authorized by and in accordance with the laws applicable to conversion to such other business entity. If the partnership agreement specifies the manner of authorizing a conversion of the limited partnership, the conversion shall be authorized as specified in the partnership agreement. If the partnership agreement does not specify the manner of authorizing a conversion of the limited partnership and does not prohibit a conversion of the limited partnership, the conversion shall be authorized in the same manner as is specified in the partnership agreement for authorizing a merger that involves the limited partnership as a constituent party to the merger. If the partnership agreement does not specify the manner of authorizing a conversion of the limited partnership or a merger that involves the limited partnership as a constituent party and does not prohibit a conversion of the limited partnership, the conversion shall be authorized by the approval (1) by all general partners, and (2) by the limited partners or, if there is more than one class or group of limited partners, then by each class or group of limited partners, in either case, by limited partners who own more than 50 percent of the then current percentage or other interest in the profits of the limited partnership owned by all of the limited partners or by the limited partners in each class or group, as appropriate.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-B/304-B-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "No LP-conversion effects subsection preserving property, liabilities, or pending proceedings was located in the complete LP Act.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-B/304-B-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "No procedure authorizing another entity type to convert into a New Hampshire limited partnership was located in the complete LP Act.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-B/304-B-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A New Hampshire limited partnership may convert to another stated entity type to the extent the target-form law authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "RSA 304-B:16-b",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A limited partnership may convert to an other business entity, as defined in RSA 304-B:16-a, I, other than a limited partnership, upon the authorization of such conversion in accordance with this section and to the extent authorized by and in accordance with the laws applicable to conversion to such other business entity. If the partnership agreement specifies the manner of authorizing a conversion of the limited partnership, the conversion shall be authorized as specified in the partnership agreement. If the partnership agreement does not specify the manner of authorizing a conversion of the limited partnership and does not prohibit a conversion of the limited partnership, the conversion shall be authorized in the same manner as is specified in the partnership agreement for authorizing a merger that involves the limited partnership as a constituent party to the merger. If the partnership agreement does not specify the manner of authorizing a conversion of the limited partnership or a merger that involves the limited partnership as a constituent party and does not prohibit a conversion of the limited partnership, the conversion shall be authorized by the approval (1) by all general partners, and (2) by the limited partners or, if there is more than one class or group of limited partners, then by each class or group of limited partners, in either case, by limited partners who own more than 50 percent of the then current percentage or other interest in the profits of the limited partnership owned by all of the limited partners or by the limited partners in each class or group, as appropriate.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-B/304-B-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "No procedure for a foreign limited partnership to domesticate or continue into New Hampshire was located in the complete LP Act.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-B/304-B-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "No procedure for a New Hampshire limited partnership to domesticate or continue into another jurisdiction was located in the complete LP Act.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-B/304-B-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "No inbound-conversion source types were located because the complete LP Act states no inbound conversion procedure.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-B/304-B-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A limited partnership may convert to a domestic or foreign corporation, LLC, or general partnership when the applicable target law authorizes it.",
      "fetch_event_id": null,
      "pinpoint": "RSA 304-B:16-a, I; 304-B:16-b",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "I. As used in this section, \"other business entity\" means a domestic or foreign corporation, limited liability company, or partnership, whether general or limited, that is authorized by applicable statute to merge with a limited partnership. […] A limited partnership may convert to an other business entity, as defined in RSA 304-B:16-a, I, other than a limited partnership, upon the authorization of such conversion in accordance with this section and to the extent authorized by and in accordance with the laws applicable to conversion to such other business entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-B/304-B-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "RSA 304-B:64 lists LP filing fees but does not include a certificate of conversion.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-B/304-B-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "All general partners sign the certificate of conversion, and the certificate is delivered to the secretary of state.",
      "fetch_event_id": null,
      "pinpoint": "RSA 304-B:11, I(d); 304-B:13, I",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(d) A certificate of merger and a certificate of conversion must be signed by all the general partners. […] I. One original and one exact or conformed copy of the certificate of limited partnership and of any certificates of amendment or cancellation (or of any judicial decree of amendment or cancellation) and of any certificate of merger or certificate of conversion shall be delivered to the secretary of state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-B/304-B-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Conversion is limited to the extent authorized by the laws applicable to conversion into the target entity.",
      "fetch_event_id": null,
      "pinpoint": "RSA 304-B:16-b",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A limited partnership may convert to an other business entity, as defined in RSA 304-B:16-a, I, other than a limited partnership, upon the authorization of such conversion in accordance with this section and to the extent authorized by and in accordance with the laws applicable to conversion to such other business entity. If the partnership agreement specifies the manner of authorizing a conversion of the limited partnership, the conversion shall be authorized as specified in the partnership agreement. If the partnership agreement does not specify the manner of authorizing a conversion of the limited partnership and does not prohibit a conversion of the limited partnership, the conversion shall be authorized in the same manner as is specified in the partnership agreement for authorizing a merger that involves the limited partnership as a constituent party to the merger. If the partnership agreement does not specify the manner of authorizing a conversion of the limited partnership or a merger that involves the limited partnership as a constituent party and does not prohibit a conversion of the limited partnership, the conversion shall be authorized by the approval (1) by all general partners, and (2) by the limited partners or, if there is more than one class or group of limited partners, then by each class or group of limited partners, in either case, by limited partners who own more than 50 percent of the then current percentage or other interest in the profits of the limited partnership owned by all of the limited partners or by the limited partners in each class or group, as appropriate.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-B/304-B-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The complete LP Act does not use domestication, redomestication, continuance, or transfer-of-domicile terminology for a same-form move.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-B/304-B-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NH.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The complete LP Act states no tax-clearance, tax-payment, or good-standing condition for conversion.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NH/snapshots/c50/3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3aed504dd28f6ecd887269c42b2847ce7ad7303c6d17a37e2e0429dc9ca031cb",
      "source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-B/304-B-mrg.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "N.J.S.A. 14A:11A-1(3)",
          "quote": "Prior to filing a certificate of conversion to corporation with the filing office, a plan of conversion shall be approved in the manner provided for by the document, instrument, agreement or other writing, as the case may be, governing the internal affairs of the other entity and the conduct of its business and in accordance with applicable law, as appropriate, and a certificate of incorporation shall be approved by the same authorization required to approve the conversion.",
          "role": "inbound plan and charter approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c.html",
          "source_sha256": "9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Inbound approval follows the source entity's governing documents and law; outbound conversion requires board action and approval by all outstanding shares, subject to the no-issued-shares rule.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 14A:11A-2(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The conversion shall be approved upon receiving the affirmative vote of the holders of all shares of outstanding stock, whether voting or nonvoting.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-2%20conversion%5D14A%3A11A-2%20conversion&xhitlist_vq=14A%3A11A-2%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "N.J.S.A. 14A:11A-2(10)",
          "quote": "the other entity shall, for all purposes of the laws of the State of New Jersey, be deemed to be the same entity as the corporation.",
          "role": "outbound corporation continuity",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea.html",
          "source_sha256": "62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-2%20conversion%5D14A%3A11A-2%20conversion&xhitlist_vq=14A%3A11A-2%20conversion"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The converted corporation or successor other entity is deemed the same entity, with rights, property, debts, liabilities, and duties preserved.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 14A:11A-1(8)-(9)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "the domestic corporation shall, for all purposes of the laws of the State of New Jersey, be deemed to be the same entity as the converting other entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "An eligible other entity may convert into a New Jersey corporation after the plan and certificate of incorporation receive the required authorization.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 14A:11A-1(2)-(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any other entity may, upon the authorization of conversion in accordance with this section, convert to a domestic corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A New Jersey corporation may convert to another entity after the board adopts a plan and all outstanding shares approve it.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 14A:11A-2(2)-(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic corporation may, upon the authorization of conversion in accordance with this section, convert to any other entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-2%20conversion%5D14A%3A11A-2%20conversion&xhitlist_vq=14A%3A11A-2%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "N.J.S.A. 14A:11A-1(1)",
          "quote": "\"Other entity\" means a partnership, limited liability company, statutory trust, business trust or association, real estate investment trust, common-law trust, national association, or any other unincorporated business, not including a sole proprietorship, whether organized under the laws of this State or under the laws of any other state or territory of the United States or the District of Columbia, the United States or any foreign country or other foreign jurisdiction, or a foreign corporation.",
          "role": "foreign-corporation inclusion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c.html",
          "source_sha256": "9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A foreign corporation may become a New Jersey corporation through the statute's conversion procedure.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 14A:11A-1(1)-(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any other entity may, upon the authorization of conversion in accordance with this section, convert to a domestic corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "N.J.S.A. 14A:11A-2(1)",
          "quote": "\"Other entity\" means a partnership, limited liability company, statutory trust, business trust or association, real estate investment trust, common-law trust, national association, or any other unincorporated business, not including a sole proprietorship, whether organized under the laws of this State or under the laws of any other state or territory of the United States or the District of Columbia, the United States or any foreign country or other foreign jurisdiction, or a foreign corporation.",
          "role": "foreign-corporation inclusion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea.html",
          "source_sha256": "62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-2%20conversion%5D14A%3A11A-2%20conversion&xhitlist_vq=14A%3A11A-2%20conversion"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A New Jersey corporation may become a foreign corporation through the statute's conversion procedure.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 14A:11A-2(1)-(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic corporation may, upon the authorization of conversion in accordance with this section, convert to any other entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-2%20conversion%5D14A%3A11A-2%20conversion&xhitlist_vq=14A%3A11A-2%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The statute's complete “other entity” definition lists the source types that may convert into a New Jersey corporation.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 14A:11A-1(1), definition of other entity",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Other entity\" means a partnership, limited liability company, statutory trust, business trust or association, real estate investment trust, common-law trust, national association, or any other unincorporated business, not including a sole proprietorship, whether organized under the laws of this State or under the laws of any other state or territory of the United States or the District of Columbia, the United States or any foreign country or other foreign jurisdiction, or a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The statute's complete “other entity” definition lists the target types to which a New Jersey corporation may convert.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 14A:11A-2(1), definition of other entity",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Other entity\" means a partnership, limited liability company, statutory trust, business trust or association, real estate investment trust, common-law trust, national association, or any other unincorporated business, not including a sole proprietorship, whether organized under the laws of this State or under the laws of any other state or territory of the United States or the District of Columbia, the United States or any foreign country or other foreign jurisdiction, or a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-2%20conversion%5D14A%3A11A-2%20conversion&xhitlist_vq=14A%3A11A-2%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The outbound corporate-conversion provision places the fee-payment condition in N.J.S.A. 14A:11A-2(6). No fee amount is stated here.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 14A:11A-2(6)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "payment to the filing office of all fees prescribed under this title",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-2%20conversion%5D14A%3A11A-2%20conversion&xhitlist_vq=14A%3A11A-2%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "N.J.S.A. 14A:11A-2(4)",
          "quote": "A domestic corporation that converts to any other entity that will be domiciled in this State shall file with the filing office a certificate of conversion",
          "role": "outbound conversion filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea.html",
          "source_sha256": "62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-2%20conversion%5D14A%3A11A-2%20conversion&xhitlist_vq=14A%3A11A-2%20conversion"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Inbound conversion requires a certificate of conversion to corporation and certificate of incorporation; outbound conversion uses a certificate of conversion.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 14A:11A-1(4)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any other entity may convert to a domestic corporation by complying with subsection (3) of this section and filing in the filing office:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "N.J.S.A. 14A:11A-1(3)",
          "quote": "Prior to filing a certificate of conversion to corporation with the filing office, a plan of conversion shall be approved in the manner provided for by the document, instrument, agreement or other writing, as the case may be, governing the internal affairs of the other entity and the conduct of its business and in accordance with applicable law, as appropriate, and a certificate of incorporation shall be approved by the same authorization required to approve the conversion.",
          "role": "internal-approval near-miss",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c.html",
          "source_sha256": "9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion"
        },
        {
          "pinpoint": "N.J.S.A. 14A:11A-2(5)(f)",
          "quote": "If the other entity is to transact business in this State, it shall comply with the provisions of this act with respect to foreign entities",
          "role": "foreign-qualification near-miss",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea.html",
          "source_sha256": "62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-2%20conversion%5D14A%3A11A-2%20conversion&xhitlist_vq=14A%3A11A-2%20conversion"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The complete corporate-conversion provisions do not require paired-jurisdiction authorization or nonprohibition.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 14A:11A-1 and 14A:11A-2; complete search",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.corp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "N.J.S.A. 14A:11A-1(1)",
          "quote": "\"Other entity\" means a partnership, limited liability company, statutory trust, business trust or association, real estate investment trust, common-law trust, national association, or any other unincorporated business, not including a sole proprietorship, whether organized under the laws of this State or under the laws of any other state or territory of the United States or the District of Columbia, the United States or any foreign country or other foreign jurisdiction, or a foreign corporation.",
          "role": "foreign-corporation inclusion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c.html",
          "source_sha256": "9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The corporation act uses “conversion,” including for foreign-corporation same-type jurisdiction moves.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 14A:11A-1(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any other entity may, upon the authorization of conversion in accordance with this section, convert to a domestic corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.corp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "N.J.S.A. 14A:11A-2(6)",
          "quote": "payment to the filing office of all fees prescribed under this title",
          "role": "filing-fee near-miss",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea.html",
          "source_sha256": "62897f5c73e7a059307ef3dd89724efc78190bad9ebecae2fdd9729ac86b3eea",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-2%20conversion%5D14A%3A11A-2%20conversion&xhitlist_vq=14A%3A11A-2%20conversion"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The complete corporate-conversion provisions state a filing-fee condition but no tax-clearance or good-standing condition.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 14A:11A-1 and 14A:11A-2; complete search",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/NJ/9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9cd09cfeff998bd4006dd224adb41d915a0e2822067f853ffbf2ed95db8c0f0c",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "N.J.S.A. 42:2C-83(a)",
          "quote": "A plan of domestication shall be consented to: (1) by all the members, subject to section 86 of this act, if the domesticating company is a limited liability company; and (2) as provided in the domesticating company's governing statute, if the company is a foreign limited liability company.",
          "role": "domestication approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/acb336a48f79a31793a84c10d532181485974e9558394ea22b8f0512e8af7aa4.html",
          "source_sha256": "acb336a48f79a31793a84c10d532181485974e9558394ea22b8f0512e8af7aa4",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-83%20domestication%5D42%3A2C-83%20domestication&xhitlist_vq=42%3A2C-83%20domestication"
        },
        {
          "pinpoint": "N.J.S.A. 42:2C-86(a)",
          "quote": "approval or amendment of a plan of merger, conversion, or domestication are ineffective without the consent of the member",
          "role": "personal-liability consent restriction",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/1897218d84717804382ae8ea9fcc413694c28d108ebeb5a197acb9afa36e2524.html",
          "source_sha256": "1897218d84717804382ae8ea9fcc413694c28d108ebeb5a197acb9afa36e2524",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-86%20restrictions%5D42%3A2C-86%20restrictions&xhitlist_vq=42%3A2C-86%20restrictions"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "All members must consent to an LLC conversion or domestic LLC domestication; a liability-imposing plan also requires the affected member's consent unless the statutory exception applies.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 42:2C-79(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subject to section 86 of this act, a plan of conversion shall be consented to by all the members of a converting limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/0e7392e95b686aedc48d7057d81df105aa4f102d213459537cfed3754b1e872f.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0e7392e95b686aedc48d7057d81df105aa4f102d213459537cfed3754b1e872f",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-79%20conversion%5D42%3A2C-79%20conversion&xhitlist_vq=42%3A2C-79%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "N.J.S.A. 42:2C-85(a)(1)",
          "quote": "the domesticated company is for all purposes the company that existed before the domestication",
          "role": "domestication continuity",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/62397f4efb9c5dd302d7ad738d189fb5d8bcb3f8556030c9a52688e052d2728d.html",
          "source_sha256": "62397f4efb9c5dd302d7ad738d189fb5d8bcb3f8556030c9a52688e052d2728d",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-85%20domestication%5D42%3A2C-85%20domestication&xhitlist_vq=42%3A2C-85%20domestication"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A converted or domesticated LLC remains the same entity; property, liabilities, proceedings, rights, and powers continue under the statutory effects rules.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 42:2C-81(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "An organization that has been converted pursuant to this Article 10 (sections 73 through 87 of this act) is for all purposes the same entity that existed before the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/7982e2d7e9208d10617e2f4f48799b28b5dfbbbb78cca5e857d28b6507f9f51d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7982e2d7e9208d10617e2f4f48799b28b5dfbbbb78cca5e857d28b6507f9f51d",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-81%20conversion%5D42%3A2C-81%20conversion&xhitlist_vq=42%3A2C-81%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A New Jersey LLC conversion inbound is authorized only when the other organization's law authorizes and does not prohibit it.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 42:2C-78(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "An organization, other than a limited liability company or a foreign limited liability company, may convert to a limited liability company, and a limited liability company may convert to an organization other than a foreign limited liability company pursuant to this section, sections 79 through 81 of this act, and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/e9e42a9cfcdbacbe4fba19283b51caef1d912a747995444047e8e3a823208986.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e9e42a9cfcdbacbe4fba19283b51caef1d912a747995444047e8e3a823208986",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-78%20conversion%5D42%3A2C-78%20conversion&xhitlist_vq=42%3A2C-78%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A New Jersey LLC conversion outbound is authorized only when the other organization's law authorizes and does not prohibit it.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 42:2C-78(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "An organization, other than a limited liability company or a foreign limited liability company, may convert to a limited liability company, and a limited liability company may convert to an organization other than a foreign limited liability company pursuant to this section, sections 79 through 81 of this act, and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/e9e42a9cfcdbacbe4fba19283b51caef1d912a747995444047e8e3a823208986.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e9e42a9cfcdbacbe4fba19283b51caef1d912a747995444047e8e3a823208986",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-78%20conversion%5D42%3A2C-78%20conversion&xhitlist_vq=42%3A2C-78%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A foreign LLC may domesticate into New Jersey if its governing law authorizes, does not prohibit, and is followed for the move.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 42:2C-82(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A foreign limited liability company may become a limited liability company pursuant to this section, sections 83 through 85 of this act, and a plan of domestication, if: (1) the foreign limited liability company's governing statute authorizes the domestication; (2) the domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the foreign limited liability company complies with its governing statute in effecting the domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/ff3a2e6472d0b4fc89e584eb62adb0e3c9179681dae4898d7bfc86e75cbe4b9f.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ff3a2e6472d0b4fc89e584eb62adb0e3c9179681dae4898d7bfc86e75cbe4b9f",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-82%20domestication%5D42%3A2C-82%20domestication&xhitlist_vq=42%3A2C-82%20domestication",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A New Jersey LLC may domesticate outward if the destination law authorizes, does not prohibit, and is followed for the move.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 42:2C-82(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A limited liability company may become a foreign limited liability company pursuant to this section, sections 83 through 85 of this act, and a plan of domestication, if: (1) the foreign governing statute authorizes the domestication; (2) the domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the limited liability company complies with the foreign governing statute in effecting the domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/ff3a2e6472d0b4fc89e584eb62adb0e3c9179681dae4898d7bfc86e75cbe4b9f.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ff3a2e6472d0b4fc89e584eb62adb0e3c9179681dae4898d7bfc86e75cbe4b9f",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-82%20domestication%5D42%3A2C-82%20domestication&xhitlist_vq=42%3A2C-82%20domestication",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "N.J.S.A. 42:2C-78",
          "quote": "An organization, other than a limited liability company or a foreign limited liability company, may convert to a limited liability company, and a limited liability company may convert to an organization other than a foreign limited liability company pursuant to this section, sections 79 through 81 of this act, and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
          "role": "operative inbound conversion clause",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/e9e42a9cfcdbacbe4fba19283b51caef1d912a747995444047e8e3a823208986.html",
          "source_sha256": "e9e42a9cfcdbacbe4fba19283b51caef1d912a747995444047e8e3a823208986",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-78%20conversion%5D42%3A2C-78%20conversion&xhitlist_vq=42%3A2C-78%20conversion"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A domestic or foreign organization within the act's full definition may convert into a New Jersey LLC, subject to N.J.S.A. 42:2C-78.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 42:2C-73, definition of organization",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Organization\" means a general partnership, including a limited liability partnership, limited partnership, including a limited liability limited partnership, limited liability company, business trust, corporation, or any other person having a governing statute. The term includes a domestic or foreign organization regardless of whether organized for profit.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/4a054726a51d3ea3b8b4659b6273f128f0b822120b82c4672bf06b5ad3207119.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4a054726a51d3ea3b8b4659b6273f128f0b822120b82c4672bf06b5ad3207119",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-73%20Definitions%5D42%3A2C-73%20Definitions&xhitlist_vq=42%3A2C-73%20Definitions",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "N.J.S.A. 42:2C-78",
          "quote": "An organization, other than a limited liability company or a foreign limited liability company, may convert to a limited liability company, and a limited liability company may convert to an organization other than a foreign limited liability company pursuant to this section, sections 79 through 81 of this act, and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
          "role": "operative outbound conversion clause",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/e9e42a9cfcdbacbe4fba19283b51caef1d912a747995444047e8e3a823208986.html",
          "source_sha256": "e9e42a9cfcdbacbe4fba19283b51caef1d912a747995444047e8e3a823208986",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-78%20conversion%5D42%3A2C-78%20conversion&xhitlist_vq=42%3A2C-78%20conversion"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A New Jersey LLC may convert to an organization within the act's full definition, other than a foreign LLC, subject to N.J.S.A. 42:2C-78.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 42:2C-73, definition of organization",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Organization\" means a general partnership, including a limited liability partnership, limited partnership, including a limited liability limited partnership, limited liability company, business trust, corporation, or any other person having a governing statute. The term includes a domestic or foreign organization regardless of whether organized for profit.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/4a054726a51d3ea3b8b4659b6273f128f0b822120b82c4672bf06b5ad3207119.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4a054726a51d3ea3b8b4659b6273f128f0b822120b82c4672bf06b5ad3207119",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-73%20Definitions%5D42%3A2C-73%20Definitions&xhitlist_vq=42%3A2C-73%20Definitions",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.llc.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "N.J.S.A. 42:2C-93(a)(14)",
          "quote": "For receiving and filing or indexing any certificate, affidavit, agreement or any other paper provided for by this act, for which no different fee is specifically prescribed, a fee in the amount of $75.",
          "role": "residual act-document fee locator",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/a75f72db2cc0e423361fc34b19d4af5bbcef337096b8b4ea6437d6135cc02e46.html",
          "source_sha256": "a75f72db2cc0e423361fc34b19d4af5bbcef337096b8b4ea6437d6135cc02e46",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-93%20Fees.%5D42%3A2C-93%20Fees.&xhitlist_vq=42%3A2C-93%20Fees."
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The LLC act locates the conversion filing fee at N.J.S.A. 42:2C-93(a)(5) and the residual act-document fee at paragraph (a)(14).",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 42:2C-93(a)(5), (14)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Upon the filing of articles of conversion under section 80 of this act, a fee in the amount of $100.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/a75f72db2cc0e423361fc34b19d4af5bbcef337096b8b4ea6437d6135cc02e46.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a75f72db2cc0e423361fc34b19d4af5bbcef337096b8b4ea6437d6135cc02e46",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-93%20Fees.%5D42%3A2C-93%20Fees.&xhitlist_vq=42%3A2C-93%20Fees.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "N.J.S.A. 42:2C-80(a)(2)",
          "quote": "if the converting organization is not a converting limited liability company, the converting organization shall deliver to the filing office for filing a certificate of formation",
          "role": "inbound conversion filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/dfd052a8a993b2961dbb031dce0e3a17a635753d8f34d039eb9783bb2e1ff7b6.html",
          "source_sha256": "dfd052a8a993b2961dbb031dce0e3a17a635753d8f34d039eb9783bb2e1ff7b6",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-80%20conversion%5D42%3A2C-80%20conversion&xhitlist_vq=42%3A2C-80%20conversion"
        },
        {
          "pinpoint": "N.J.S.A. 42:2C-84(a)",
          "quote": "After a plan of domestication is approved, a domesticating company shall deliver to the filing office for filing articles of domestication",
          "role": "domestication filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/d906691e2adc86faeb5a16204f95fb0d50b5724ad0d37e7892c223bd54411a96.html",
          "source_sha256": "d906691e2adc86faeb5a16204f95fb0d50b5724ad0d37e7892c223bd54411a96",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-84%20domestication%5D42%3A2C-84%20domestication&xhitlist_vq=42%3A2C-84%20domestication"
        },
        {
          "pinpoint": "N.J.S.A. 42:2C-85(c)",
          "quote": "a statement surrendering the company's certificate of formation shall be delivered to the filing office for filing",
          "role": "outbound surrender filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/62397f4efb9c5dd302d7ad738d189fb5d8bcb3f8556030c9a52688e052d2728d.html",
          "source_sha256": "62397f4efb9c5dd302d7ad738d189fb5d8bcb3f8556030c9a52688e052d2728d",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-85%20domestication%5D42%3A2C-85%20domestication&xhitlist_vq=42%3A2C-85%20domestication"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The route determines the filing: articles of conversion, a certificate of formation, articles of domestication, and for outward domestication a surrender statement.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 42:2C-80(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "a converting limited liability company shall deliver to the filing office for filing articles of conversion",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/dfd052a8a993b2961dbb031dce0e3a17a635753d8f34d039eb9783bb2e1ff7b6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dfd052a8a993b2961dbb031dce0e3a17a635753d8f34d039eb9783bb2e1ff7b6",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-80%20conversion%5D42%3A2C-80%20conversion&xhitlist_vq=42%3A2C-80%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.llc.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "N.J.S.A. 42:2C-82(a)",
          "quote": "A foreign limited liability company may become a limited liability company pursuant to this section, sections 83 through 85 of this act, and a plan of domestication, if: (1) the foreign limited liability company's governing statute authorizes the domestication; (2) the domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the foreign limited liability company complies with its governing statute in effecting the domestication.",
          "role": "domestication paired-law conditions",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/ff3a2e6472d0b4fc89e584eb62adb0e3c9179681dae4898d7bfc86e75cbe4b9f.html",
          "source_sha256": "ff3a2e6472d0b4fc89e584eb62adb0e3c9179681dae4898d7bfc86e75cbe4b9f",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-82%20domestication%5D42%3A2C-82%20domestication&xhitlist_vq=42%3A2C-82%20domestication"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Conversion and domestication involving a New Jersey LLC require authorization under the paired governing statute and no prohibition by its law.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 42:2C-78(a)(1)-(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "An organization, other than a limited liability company or a foreign limited liability company, may convert to a limited liability company, and a limited liability company may convert to an organization other than a foreign limited liability company pursuant to this section, sections 79 through 81 of this act, and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/e9e42a9cfcdbacbe4fba19283b51caef1d912a747995444047e8e3a823208986.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e9e42a9cfcdbacbe4fba19283b51caef1d912a747995444047e8e3a823208986",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-78%20conversion%5D42%3A2C-78%20conversion&xhitlist_vq=42%3A2C-78%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The LLC act uses “domestication” for a same-type move between New Jersey and another jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 42:2C-82",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A foreign limited liability company may become a limited liability company pursuant to this section, sections 83 through 85 of this act, and a plan of domestication, if: (1) the foreign limited liability company's governing statute authorizes the domestication; (2) the domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the foreign limited liability company complies with its governing statute in effecting the domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/ff3a2e6472d0b4fc89e584eb62adb0e3c9179681dae4898d7bfc86e75cbe4b9f.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ff3a2e6472d0b4fc89e584eb62adb0e3c9179681dae4898d7bfc86e75cbe4b9f",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-82%20domestication%5D42%3A2C-82%20domestication&xhitlist_vq=42%3A2C-82%20domestication",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in the complete current LLC conversion and domestication scope.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 42:2C-73, 42:2C-78 through -86, and 42:2C-93; complete search",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/e9e42a9cfcdbacbe4fba19283b51caef1d912a747995444047e8e3a823208986.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e9e42a9cfcdbacbe4fba19283b51caef1d912a747995444047e8e3a823208986",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-78%20conversion%5D42%3A2C-78%20conversion&xhitlist_vq=42%3A2C-78%20conversion",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#NJ.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "N.J.S.A. 42:2C-78(a)(3)",
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          "source_sha256": "e9e42a9cfcdbacbe4fba19283b51caef1d912a747995444047e8e3a823208986",
          "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-78%20conversion%5D42%3A2C-78%20conversion&xhitlist_vq=42%3A2C-78%20conversion"
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      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "An LLC converting into an LP requires all-member consent; the LP-side approval is deferred to the LP governing statute and is not stated in the captured pathway.",
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      "pinpoint": "N.J.S.A. 42:2C-79(a)",
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      "publish_status": "publish_ready",
      "quote": "Subject to section 86 of this act, a plan of conversion shall be consented to by all the members of a converting limited liability company.",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/0e7392e95b686aedc48d7057d81df105aa4f102d213459537cfed3754b1e872f.html",
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      "source_class": "S1",
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      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-79%20conversion%5D42%3A2C-79%20conversion&xhitlist_vq=42%3A2C-79%20conversion",
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    "structuring:pp-conversion-domestication#NJ.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "An organization converted under Article 10 remains for all purposes the same entity that existed before conversion.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 42:2C-81(a)",
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      "publish_status": "publish_ready",
      "quote": "An organization that has been converted pursuant to this Article 10 (sections 73 through 87 of this act) is for all purposes the same entity that existed before the conversion.",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/7982e2d7e9208d10617e2f4f48799b28b5dfbbbb78cca5e857d28b6507f9f51d.html",
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          "pinpoint": "N.J.S.A. 42:2C-73",
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      "capture_date": "2026-10-03",
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      "display": "An LLC may convert inbound to a limited partnership under the LLC act, subject to the other-organization governing-law conditions.",
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          "pinpoint": "N.J.S.A. 42:2C-73",
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      "table": "structuring"
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    "structuring:pp-conversion-domestication#NJ.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "N.J.S.A. 42:2A-57, foreign limited partnership certificate of authority",
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        },
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          "pinpoint": "N.J.S.A. 42:2A-73, merger and consolidation involving domestic limited partnerships",
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          "role": "responsive_hit_reviewed",
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      "capture_date": "2026-10-05",
      "claim_type": "negative_search_anchor",
      "display": null,
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 42:2A-73, merger and consolidation; complete N.J.S.A. 42:2A chapter manifest",
      "public_reason": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
      "publish_status": "typed_unknown",
      "quote": null,
      "readiness": "verified_absence",
      "reason_code": "text_not_located_after_search",
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      "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/r2.c13.domestication-NJ/9afcef3ffdcde9e48009eb9a52f4f7fc8bfe1cf352884cda7db92bfd173cf431.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9afcef3ffdcde9e48009eb9a52f4f7fc8bfe1cf352884cda7db92bfd173cf431",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2042%3A2A-73%5D42%3A2A-73&xhitlist_vq=42%3A2A-73",
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    },
    "structuring:pp-conversion-domestication#NJ.lp.domestication_outbound": {
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        {
          "pinpoint": "N.J.S.A. 42:2A-73, merger and consolidation involving domestic limited partnerships",
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          "role": "responsive_hit_reviewed",
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      "capture_date": "2026-10-05",
      "claim_type": "negative_search_anchor",
      "display": null,
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 42:2A-73, merger and consolidation; complete N.J.S.A. 42:2A chapter manifest",
      "public_reason": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
      "publish_status": "typed_unknown",
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      "readiness": "verified_absence",
      "reason_code": "text_not_located_after_search",
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      "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/r2.c13.domestication-NJ/9afcef3ffdcde9e48009eb9a52f4f7fc8bfe1cf352884cda7db92bfd173cf431.html",
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      "source_sha256": "9afcef3ffdcde9e48009eb9a52f4f7fc8bfe1cf352884cda7db92bfd173cf431",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2042%3A2A-73%5D42%3A2A-73&xhitlist_vq=42%3A2A-73",
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    "structuring:pp-conversion-domestication#NJ.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "N.J.S.A. 42:2C-73",
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      "capture_date": "2026-10-03",
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      "display": "Under the captured LLC-act pathway, an LLC is the stated source type for conversion into a limited partnership; a separate LP-act pathway remains outside this scope.",
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      "pinpoint": "N.J.S.A. 42:2C-78(a)",
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      "capture_date": "2026-10-03",
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      "display": "The inbound articles-of-conversion fee appears in paragraph (a)(5), and paragraph (a)(14) is the residual fee provision. The applicable paragraph for an outbound certificate remains unconfirmed.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 42:2C-93(a)(5), (14)",
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    "structuring:pp-conversion-domestication#NJ.lp.instrument": {
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    "structuring:pp-conversion-domestication#NJ.lp.paired_jurisdiction_authorization": {
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      "display": "The LLC-act conversion pathway requires authorization by the other organization's governing statute and no prohibition by its enacting jurisdiction's law.",
      "fetch_event_id": null,
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      "source_sha256": "e9e42a9cfcdbacbe4fba19283b51caef1d912a747995444047e8e3a823208986",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-78%20conversion%5D42%3A2C-78%20conversion&xhitlist_vq=42%3A2C-78%20conversion",
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    "structuring:pp-conversion-domestication#NJ.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The LLC-act cross-reference pathway for a limited partnership uses the statutory term “conversion.”",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 42:2C-78(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "An organization, other than a limited liability company or a foreign limited liability company, may convert to a limited liability company, and a limited liability company may convert to an organization other than a foreign limited liability company pursuant to this section, sections 79 through 81 of this act, and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the other organization's governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/e9e42a9cfcdbacbe4fba19283b51caef1d912a747995444047e8e3a823208986.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e9e42a9cfcdbacbe4fba19283b51caef1d912a747995444047e8e3a823208986",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-78%20conversion%5D42%3A2C-78%20conversion&xhitlist_vq=42%3A2C-78%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NJ.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No tax-clearance condition is stated in the complete current LLC-act cross-reference pathway that reaches a limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "N.J.S.A. 42:2C-73, 42:2C-78 through -86, and 42:2C-93; complete pathway search",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NJ/snapshots/c50/NJ/e9e42a9cfcdbacbe4fba19283b51caef1d912a747995444047e8e3a823208986.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e9e42a9cfcdbacbe4fba19283b51caef1d912a747995444047e8e3a823208986",
      "source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-78%20conversion%5D42%3A2C-78%20conversion&xhitlist_vq=42%3A2C-78%20conversion",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A corporation-to-LLC conversion requires the approval specified for conversions in its governing writing, or all shareholders if that writing is silent.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 53-19-60(B)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "B. The terms and conditions of a conversion of a corporation, partnership or limited partnership to a limited liability company shall be approved in the manner specifically provided for by the document, instrument, agreement or other writing governing the internal affairs of the corporation, partnership or limited partnership concerning conversions or, in the absence of such a provision, by all of the shareholders or partners, as the case may be.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The converted corporation or successor remains the same entity; its property, obligations, proceedings, rights, powers, purposes, and owners continue as stated.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 53-19-61",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "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 NMSA 1978 is for all purposes the same entity that existed before the conversion. B. When a conversion takes effect: (1) all property owned by the converting entity is vested in the converted entity; (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 NMSA 1978, all of the owners of the converting entity continue as owners of the converted entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.corp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 53-19-60.1(B)",
          "quote": "B. The terms and conditions of a conversion of a limited liability company to a corporation, partnership or limited partnership shall be approved by the number or percentage of the members or managers specifically required for conversion in the operating agreement or, in absence of such a provision in the operating agreement, by all the members.",
          "role": "approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60.1(C)",
          "quote": "C. An agreement of conversion shall set forth the terms and conditions of the conversion of the members' interests in the limited liability company into interests in the corporation, partnership or limited partnership or the cash or other consideration to be paid or delivered as a result of the conversion of the members' interests, or a combination of these.",
          "role": "conversion_agreement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60.1(D)",
          "quote": "D. After a conversion is approved under Subsection B of this section, the limited liability company shall file with the commission [secretary of state], if the converted entity is a partnership, a statement containing the items set forth below, if the converted entity is a corporation, articles of incorporation and a statement containing the items set forth below and, if the converted entity is a limited partnership, a certificate of limited partnership and a statement containing the items set forth below: (1) a statement that the corporation, partnership or limited partnership was converted from a limited liability company; (2) the former name of the limited liability company; (3) a statement of the number of votes cast by the members or managers entitled to vote for and against the conversion and, if the vote is other than a unanimous vote of the members, the number or percentage of members or managers required to approve the conversion under Subsection B of this section; and (4) a statement that the articles of organization of the limited liability company are to be canceled as of the date the conversion takes effect.",
          "role": "filing_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60.1(F)",
          "quote": "F. A conversion takes effect when articles of incorporation, a certificate of limited partnership or statement required if the converted entity is a partnership, are filed with the commission [secretary of state] or at any later date specified in the filed document.",
          "role": "effective_time",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A New Mexico LLC may convert into a New Mexico corporation after the stated approval, agreement, and filing steps.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 53-19-60.1",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A limited liability company may be converted to a corporation, partnership or limited partnership pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 53-19-60(B)",
          "quote": "B. The terms and conditions of a conversion of a corporation, partnership or limited partnership to a limited liability company shall be approved in the manner specifically provided for by the document, instrument, agreement or other writing governing the internal affairs of the corporation, partnership or limited partnership concerning conversions or, in the absence of such a provision, by all of the shareholders or partners, as the case may be.",
          "role": "approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60(C)",
          "quote": "C. An agreement of conversion shall set forth the terms and conditions of the conversion of the owners' interests in the converting entity into interests in the converted entity or the cash or other consideration to be paid or delivered as a result of the conversion of the owners' interests or a combination of these.",
          "role": "conversion_agreement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60(D)",
          "quote": "D. After a conversion is approved pursuant to Subsection B of this section, the corporation, partnership or limited partnership being converted shall file articles of organization with the commission [secretary of state] that satisfy the requirements of Section 53-19-8 NMSA 1978 and a statement containing the items set forth below: (1) a statement that the corporation or partnership was converted to a limited liability company from a corporation, partnership or limited partnership; (2) its former name; (3) a statement of the number of votes cast by the shareholders or partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to Subsection B of this section; and (4) in the case of a corporation or a limited partnership, a statement that the certificate of incorporation or certificate of limited partnership is to be canceled as of the date the conversion takes effect.",
          "role": "filing_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60(F)",
          "quote": "F. A conversion takes effect when articles of organization are filed with the commission [secretary of state] or at any later date specified in the articles of organization.",
          "role": "effective_time",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A New Mexico corporation may convert to a New Mexico LLC after the stated approval, agreement, and filing steps.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 53-19-60",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A corporation, partnership or limited partnership may be converted to a limited liability company pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No statutory authorization was located for an inbound same-type jurisdictional move of a New Mexico business corporation.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No statutory authorization was located for an outbound same-type jurisdictional move of a New Mexico business corporation.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 53-19-2(I)",
          "quote": "I. \"limited liability company\" or \"domestic limited liability company\" means an organization formed pursuant to the provisions of the Limited Liability Company Act;",
          "role": "domestic_llc_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60.1(D)",
          "quote": "D. After a conversion is approved under Subsection B of this section, the limited liability company shall file with the commission [secretary of state], if the converted entity is a partnership, a statement containing the items set forth below, if the converted entity is a corporation, articles of incorporation and a statement containing the items set forth below and, if the converted entity is a limited partnership, a certificate of limited partnership and a statement containing the items set forth below: (1) a statement that the corporation, partnership or limited partnership was converted from a limited liability company; (2) the former name of the limited liability company; (3) a statement of the number of votes cast by the members or managers entitled to vote for and against the conversion and, if the vote is other than a unanimous vote of the members, the number or percentage of members or managers required to approve the conversion under Subsection B of this section; and (4) a statement that the articles of organization of the limited liability company are to be canceled as of the date the conversion takes effect.",
          "role": "domestic_corporation_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A domestic New Mexico LLC is the different entity type identified for conversion into a New Mexico corporation.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 53-19-60.1(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A limited liability company may be converted to a corporation, partnership or limited partnership pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 53-19-2(I)",
          "quote": "I. \"limited liability company\" or \"domestic limited liability company\" means an organization formed pursuant to the provisions of the Limited Liability Company Act;",
          "role": "domestic_llc_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60(D)",
          "quote": "D. After a conversion is approved pursuant to Subsection B of this section, the corporation, partnership or limited partnership being converted shall file articles of organization with the commission [secretary of state] that satisfy the requirements of Section 53-19-8 NMSA 1978 and a statement containing the items set forth below: (1) a statement that the corporation or partnership was converted to a limited liability company from a corporation, partnership or limited partnership; (2) its former name; (3) a statement of the number of votes cast by the shareholders or partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to Subsection B of this section; and (4) in the case of a corporation or a limited partnership, a statement that the certificate of incorporation or certificate of limited partnership is to be canceled as of the date the conversion takes effect.",
          "role": "domestic_llc_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A New Mexico corporation may convert to a New Mexico LLC under the Limited Liability Company Act.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 53-19-60(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A corporation, partnership or limited partnership may be converted to a limited liability company pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.corp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 53-19-63(C)",
          "quote": "C. for filing articles of merger, conversion or consolidation and issuing a certificate of consolidation, one hundred dollars ($100);",
          "role": "articles_of_conversion_fee",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The corporate and LLC fee schedules locate the formation-document and conversion-filing fees used by the two directions.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 53-2-1(A)(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) filing articles of incorporation and issuing a certificate of incorporation, a fee of one dollar ($1.00) for each one thousand shares of the total amount of authorized shares, but in no case less than one hundred dollars ($100) or more than one thousand dollars ($1,000);",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 53-19-60(C)",
          "quote": "C. An agreement of conversion shall set forth the terms and conditions of the conversion of the owners' interests in the converting entity into interests in the converted entity or the cash or other consideration to be paid or delivered as a result of the conversion of the owners' interests or a combination of these.",
          "role": "outbound_conversion_agreement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60.1(C)",
          "quote": "C. An agreement of conversion shall set forth the terms and conditions of the conversion of the members' interests in the limited liability company into interests in the corporation, partnership or limited partnership or the cash or other consideration to be paid or delivered as a result of the conversion of the members' interests, or a combination of these.",
          "role": "inbound_conversion_agreement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60.1(D)",
          "quote": "D. After a conversion is approved under Subsection B of this section, the limited liability company shall file with the commission [secretary of state], if the converted entity is a partnership, a statement containing the items set forth below, if the converted entity is a corporation, articles of incorporation and a statement containing the items set forth below and, if the converted entity is a limited partnership, a certificate of limited partnership and a statement containing the items set forth below: (1) a statement that the corporation, partnership or limited partnership was converted from a limited liability company; (2) the former name of the limited liability company; (3) a statement of the number of votes cast by the members or managers entitled to vote for and against the conversion and, if the vote is other than a unanimous vote of the members, the number or percentage of members or managers required to approve the conversion under Subsection B of this section; and (4) a statement that the articles of organization of the limited liability company are to be canceled as of the date the conversion takes effect.",
          "role": "inbound_corporation_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A corporation-to-LLC conversion uses an agreement, articles of organization, and a conversion statement; the reverse uses articles of incorporation and a statement.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 53-19-60(D)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "D. After a conversion is approved pursuant to Subsection B of this section, the corporation, partnership or limited partnership being converted shall file articles of organization with the commission [secretary of state] that satisfy the requirements of Section 53-19-8 NMSA 1978 and a statement containing the items set forth below: (1) a statement that the corporation or partnership was converted to a limited liability company from a corporation, partnership or limited partnership; (2) its former name; (3) a statement of the number of votes cast by the shareholders or partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to Subsection B of this section; and (4) in the case of a corporation or a limited partnership, a statement that the certificate of incorporation or certificate of limited partnership is to be canceled as of the date the conversion takes effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No paired-jurisdiction authorization condition was stated for conversion of a New Mexico business corporation.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No operative domestication, continuance, or redomestication term was located for a New Mexico business corporation.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, tax-payment, or good-standing condition was located in the conversion provisions for a New Mexico business corporation.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "An LLC conversion requires the member or manager vote specified for conversion in the operating agreement, or all members if the agreement is silent.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 53-19-60.1(B)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "B. The terms and conditions of a conversion of a limited liability company to a corporation, partnership or limited partnership shall be approved by the number or percentage of the members or managers specifically required for conversion in the operating agreement or, in absence of such a provision in the operating agreement, by all the members.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The converted organization remains the same entity; its property, obligations, proceedings, rights, powers, purposes, and owners continue as stated.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 53-19-61",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "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 NMSA 1978 is for all purposes the same entity that existed before the conversion. B. When a conversion takes effect: (1) all property owned by the converting entity is vested in the converted entity; (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 NMSA 1978, all of the owners of the converting entity continue as owners of the converted entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.llc.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 53-19-60(B)",
          "quote": "B. The terms and conditions of a conversion of a corporation, partnership or limited partnership to a limited liability company shall be approved in the manner specifically provided for by the document, instrument, agreement or other writing governing the internal affairs of the corporation, partnership or limited partnership concerning conversions or, in the absence of such a provision, by all of the shareholders or partners, as the case may be.",
          "role": "approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60(C)",
          "quote": "C. An agreement of conversion shall set forth the terms and conditions of the conversion of the owners' interests in the converting entity into interests in the converted entity or the cash or other consideration to be paid or delivered as a result of the conversion of the owners' interests or a combination of these.",
          "role": "conversion_agreement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60(D)",
          "quote": "D. After a conversion is approved pursuant to Subsection B of this section, the corporation, partnership or limited partnership being converted shall file articles of organization with the commission [secretary of state] that satisfy the requirements of Section 53-19-8 NMSA 1978 and a statement containing the items set forth below: (1) a statement that the corporation or partnership was converted to a limited liability company from a corporation, partnership or limited partnership; (2) its former name; (3) a statement of the number of votes cast by the shareholders or partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to Subsection B of this section; and (4) in the case of a corporation or a limited partnership, a statement that the certificate of incorporation or certificate of limited partnership is to be canceled as of the date the conversion takes effect.",
          "role": "filing_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60(F)",
          "quote": "F. A conversion takes effect when articles of organization are filed with the commission [secretary of state] or at any later date specified in the articles of organization.",
          "role": "effective_time",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A corporation, partnership, or limited partnership may convert into a New Mexico LLC after the stated approval, agreement, and filing steps.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 53-19-60",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A corporation, partnership or limited partnership may be converted to a limited liability company pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.llc.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 53-19-60.1(B)",
          "quote": "B. The terms and conditions of a conversion of a limited liability company to a corporation, partnership or limited partnership shall be approved by the number or percentage of the members or managers specifically required for conversion in the operating agreement or, in absence of such a provision in the operating agreement, by all the members.",
          "role": "approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60.1(C)",
          "quote": "C. An agreement of conversion shall set forth the terms and conditions of the conversion of the members' interests in the limited liability company into interests in the corporation, partnership or limited partnership or the cash or other consideration to be paid or delivered as a result of the conversion of the members' interests, or a combination of these.",
          "role": "conversion_agreement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60.1(D)",
          "quote": "D. After a conversion is approved under Subsection B of this section, the limited liability company shall file with the commission [secretary of state], if the converted entity is a partnership, a statement containing the items set forth below, if the converted entity is a corporation, articles of incorporation and a statement containing the items set forth below and, if the converted entity is a limited partnership, a certificate of limited partnership and a statement containing the items set forth below: (1) a statement that the corporation, partnership or limited partnership was converted from a limited liability company; (2) the former name of the limited liability company; (3) a statement of the number of votes cast by the members or managers entitled to vote for and against the conversion and, if the vote is other than a unanimous vote of the members, the number or percentage of members or managers required to approve the conversion under Subsection B of this section; and (4) a statement that the articles of organization of the limited liability company are to be canceled as of the date the conversion takes effect.",
          "role": "filing_requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60.1(F)",
          "quote": "F. A conversion takes effect when articles of incorporation, a certificate of limited partnership or statement required if the converted entity is a partnership, are filed with the commission [secretary of state] or at any later date specified in the filed document.",
          "role": "effective_time",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A New Mexico LLC may convert to a corporation, partnership, or limited partnership after the stated approval, agreement, and filing steps.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 53-19-60.1",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A limited liability company may be converted to a corporation, partnership or limited partnership pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No statutory authorization was located for an inbound same-type jurisdictional move of a New Mexico limited liability company.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No statutory authorization was located for an outbound same-type jurisdictional move of a New Mexico limited liability company.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 53-19-59",
          "quote": "As used in Sections 53-19-59 through 53-19-62.3 NMSA 1978: A. \"corporation\" means an organization incorporated under the laws of New Mexico or a foreign corporation; B. \"general partner\" means a partner in a partnership and a general partner in a limited partnership; C. \"limited partner\" means a limited partner in a limited partnership; D. \"limited partnership\" means a limited partnership created under the Uniform Limited Partnership Act [repealed], a predecessor law or comparable law of another jurisdiction; E. \"partner\" includes a general partner and a limited partner; F. \"partnership\" means a general partnership under the Uniform Partnership Act [54-1A-1202 NMSA 1978], a predecessor law or comparable law of another jurisdiction; G. \"partnership agreement\" means an agreement among the partners concerning the partnership or limited partnership; and H. \"shareholder\" means a shareholder in a corporation.",
          "role": "defined_type_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Corporations, partnerships, and limited partnerships may convert into a New Mexico LLC; the statutory definitions include comparable foreign forms.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 53-19-60(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A corporation, partnership or limited partnership may be converted to a limited liability company pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 53-19-59",
          "quote": "As used in Sections 53-19-59 through 53-19-62.3 NMSA 1978: A. \"corporation\" means an organization incorporated under the laws of New Mexico or a foreign corporation; B. \"general partner\" means a partner in a partnership and a general partner in a limited partnership; C. \"limited partner\" means a limited partner in a limited partnership; D. \"limited partnership\" means a limited partnership created under the Uniform Limited Partnership Act [repealed], a predecessor law or comparable law of another jurisdiction; E. \"partner\" includes a general partner and a limited partner; F. \"partnership\" means a general partnership under the Uniform Partnership Act [54-1A-1202 NMSA 1978], a predecessor law or comparable law of another jurisdiction; G. \"partnership agreement\" means an agreement among the partners concerning the partnership or limited partnership; and H. \"shareholder\" means a shareholder in a corporation.",
          "role": "defined_type_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A New Mexico LLC may convert to a corporation, partnership, or limited partnership; the statutory definitions include comparable foreign forms.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 53-19-60.1(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A limited liability company may be converted to a corporation, partnership or limited partnership pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.llc.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 53-19-63(A)",
          "quote": "A. for filing the original articles of organization and issuing a certificate of organization, fifty dollars ($50.00);",
          "role": "original_articles_fee",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The LLC Act fee schedule locates the fees for original articles of organization and articles of conversion.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 53-19-63(C)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "C. for filing articles of merger, conversion or consolidation and issuing a certificate of consolidation, one hundred dollars ($100);",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 53-19-60(C)",
          "quote": "C. An agreement of conversion shall set forth the terms and conditions of the conversion of the owners' interests in the converting entity into interests in the converted entity or the cash or other consideration to be paid or delivered as a result of the conversion of the owners' interests or a combination of these.",
          "role": "inbound_conversion_agreement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60(D)",
          "quote": "D. After a conversion is approved pursuant to Subsection B of this section, the corporation, partnership or limited partnership being converted shall file articles of organization with the commission [secretary of state] that satisfy the requirements of Section 53-19-8 NMSA 1978 and a statement containing the items set forth below: (1) a statement that the corporation or partnership was converted to a limited liability company from a corporation, partnership or limited partnership; (2) its former name; (3) a statement of the number of votes cast by the shareholders or partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to Subsection B of this section; and (4) in the case of a corporation or a limited partnership, a statement that the certificate of incorporation or certificate of limited partnership is to be canceled as of the date the conversion takes effect.",
          "role": "inbound_llc_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60.1(C)",
          "quote": "C. An agreement of conversion shall set forth the terms and conditions of the conversion of the members' interests in the limited liability company into interests in the corporation, partnership or limited partnership or the cash or other consideration to be paid or delivered as a result of the conversion of the members' interests, or a combination of these.",
          "role": "outbound_conversion_agreement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The instruments depend on direction and target: an agreement plus formation document and conversion statement, or a partnership statement.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 53-19-60.1(D)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "D. After a conversion is approved under Subsection B of this section, the limited liability company shall file with the commission [secretary of state], if the converted entity is a partnership, a statement containing the items set forth below, if the converted entity is a corporation, articles of incorporation and a statement containing the items set forth below and, if the converted entity is a limited partnership, a certificate of limited partnership and a statement containing the items set forth below: (1) a statement that the corporation, partnership or limited partnership was converted from a limited liability company; (2) the former name of the limited liability company; (3) a statement of the number of votes cast by the members or managers entitled to vote for and against the conversion and, if the vote is other than a unanimous vote of the members, the number or percentage of members or managers required to approve the conversion under Subsection B of this section; and (4) a statement that the articles of organization of the limited liability company are to be canceled as of the date the conversion takes effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No paired-jurisdiction authorization condition was stated for conversion of a New Mexico limited liability company.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No operative domestication, continuance, or redomestication term was located for a New Mexico limited liability company.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, tax-payment, or good-standing condition was located in the conversion provisions for a New Mexico limited liability company.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 54-2A-1110",
          "quote": "A. If a partner of a converting or constituent limited partnership will have personal liability with respect to a converted or surviving organization, approval and amendment of a plan of conversion or merger are ineffective without the consent of the partner, unless: (1) the limited partnership's partnership agreement provides for the approval of the conversion or merger with the consent of fewer than all the partners; and (2) the partner has consented to the provision of the partnership agreement. B. A partner does not give the consent required by Subsection A of this section merely by consenting to a provision of the partnership agreement that permits the partnership agreement to be amended with the consent of fewer than all the partners.",
          "role": "personal_liability_consent",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60(B)",
          "quote": "B. The terms and conditions of a conversion of a corporation, partnership or limited partnership to a limited liability company shall be approved in the manner specifically provided for by the document, instrument, agreement or other writing governing the internal affairs of the corporation, partnership or limited partnership concerning conversions or, in the absence of such a provision, by all of the shareholders or partners, as the case may be.",
          "role": "alternate_llc_route_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The general LP Act route requires all partners, with separate protection for a partner who would incur personal liability; the LLC-specific route permits its stated governing-writing vote.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 54-2A-1103(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. Subject to Section 1110 [54-2A-1110 NMSA 1978] of the Uniform Revised Limited Partnership Act, a plan of conversion must be consented to by all the partners of a converting limited partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The converted organization remains the same entity; its property, obligations, proceedings, rights, powers, purposes, plan terms, and stated service obligations continue.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 54-2A-1105",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. An organization that has been converted pursuant to Article 11 [54-2A-1101 NMSA 1978] of the Uniform Revised Limited Partnership Act is for all purposes the same entity that existed before the conversion. B. When a conversion takes effect: (1) all property owned by the converting organization remains vested in the converted organization; (2) all debts, liabilities and other obligations of the converting organization continue as obligations of the converted organization; (3) an action or proceeding pending by or against the converting organization 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 organization remain vested in the converted organization; (5) except as otherwise provided in the plan of conversion, the terms and conditions of the plan of conversion take effect; and (6) except as otherwise agreed, the conversion does not dissolve a converting limited partnership for the purposes of Article 8 [54-2A-801 NMSA 1978] of the Uniform Revised Limited Partnership Act. C. A converted organization that is a foreign organization consents to the jurisdiction of the courts of this state to enforce any obligation owed by the converting limited partnership, if before the conversion the converting limited partnership was subject to suit in this state on the obligation. A converted organization that is a foreign organization and not authorized to transact business in this state appoints the secretary of state as its agent for service of process for purposes of enforcing an obligation pursuant to this subsection. Service on the secretary of state pursuant to this subsection is made in the same manner and with the same consequences as in Subsections C and D of Section 117 [54-2A-117 NMSA 1978] of the Uniform Revised Limited Partnership Act.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 53-19-60.1(B)",
          "quote": "B. The terms and conditions of a conversion of a limited liability company to a corporation, partnership or limited partnership shall be approved by the number or percentage of the members or managers specifically required for conversion in the operating agreement or, in absence of such a provision in the operating agreement, by all the members.",
          "role": "specific_route_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60.1(C)",
          "quote": "C. An agreement of conversion shall set forth the terms and conditions of the conversion of the members' interests in the limited liability company into interests in the corporation, partnership or limited partnership or the cash or other consideration to be paid or delivered as a result of the conversion of the members' interests, or a combination of these.",
          "role": "specific_route_agreement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60.1(D)",
          "quote": "D. After a conversion is approved under Subsection B of this section, the limited liability company shall file with the commission [secretary of state], if the converted entity is a partnership, a statement containing the items set forth below, if the converted entity is a corporation, articles of incorporation and a statement containing the items set forth below and, if the converted entity is a limited partnership, a certificate of limited partnership and a statement containing the items set forth below: (1) a statement that the corporation, partnership or limited partnership was converted from a limited liability company; (2) the former name of the limited liability company; (3) a statement of the number of votes cast by the members or managers entitled to vote for and against the conversion and, if the vote is other than a unanimous vote of the members, the number or percentage of members or managers required to approve the conversion under Subsection B of this section; and (4) a statement that the articles of organization of the limited liability company are to be canceled as of the date the conversion takes effect.",
          "role": "specific_route_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1102(A)",
          "quote": "A. An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization pursuant to this section and Sections 1103 [54-2A-1103 NMSA 1978] through 1105 [54-2A-1105 NMSA 1978] of the Uniform Revised Limited Partnership Act and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
          "role": "general_conversion_authorization",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1102(B)",
          "quote": "B. A plan of conversion must be in a record and must include: (1) the name and form of the organization before conversion; (2) the name and form of the organization after conversion; (3) 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 (4) the organizational documents of the converted organization.",
          "role": "general_plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1104(A)(2)",
          "quote": "(2) if the converting organization is not a converting limited partnership, the converting organization shall deliver to the secretary of state for filing a certificate of limited partnership that shall include, in addition to the information required by Section 201 [54-2A-201 NMSA 1978] of the Uniform Revised Limited Partnership Act: (a) a statement that the limited partnership was converted from another organization; (b) the name and form of the organization and the jurisdiction of its governing statute; and (c) a statement that the conversion was approved in a manner that complied with the organization's governing statute.",
          "role": "lp_inbound_filing",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A New Mexico LLC may convert into a limited partnership under the specific LLC route; other organizations use the LP Act's conditional route.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 53-19-60.1(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A limited liability company may be converted to a corporation, partnership or limited partnership pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 53-19-60(B)",
          "quote": "B. The terms and conditions of a conversion of a corporation, partnership or limited partnership to a limited liability company shall be approved in the manner specifically provided for by the document, instrument, agreement or other writing governing the internal affairs of the corporation, partnership or limited partnership concerning conversions or, in the absence of such a provision, by all of the shareholders or partners, as the case may be.",
          "role": "specific_route_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60(C)",
          "quote": "C. An agreement of conversion shall set forth the terms and conditions of the conversion of the owners' interests in the converting entity into interests in the converted entity or the cash or other consideration to be paid or delivered as a result of the conversion of the owners' interests or a combination of these.",
          "role": "specific_route_agreement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60(D)",
          "quote": "D. After a conversion is approved pursuant to Subsection B of this section, the corporation, partnership or limited partnership being converted shall file articles of organization with the commission [secretary of state] that satisfy the requirements of Section 53-19-8 NMSA 1978 and a statement containing the items set forth below: (1) a statement that the corporation or partnership was converted to a limited liability company from a corporation, partnership or limited partnership; (2) its former name; (3) a statement of the number of votes cast by the shareholders or partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to Subsection B of this section; and (4) in the case of a corporation or a limited partnership, a statement that the certificate of incorporation or certificate of limited partnership is to be canceled as of the date the conversion takes effect.",
          "role": "specific_route_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1102(A)",
          "quote": "A. An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization pursuant to this section and Sections 1103 [54-2A-1103 NMSA 1978] through 1105 [54-2A-1105 NMSA 1978] of the Uniform Revised Limited Partnership Act and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
          "role": "general_conversion_authorization",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1102(B)",
          "quote": "B. A plan of conversion must be in a record and must include: (1) the name and form of the organization before conversion; (2) the name and form of the organization after conversion; (3) 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 (4) the organizational documents of the converted organization.",
          "role": "general_plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1103(A)",
          "quote": "A. Subject to Section 1110 [54-2A-1110 NMSA 1978] of the Uniform Revised Limited Partnership Act, a plan of conversion must be consented to by all the partners of a converting limited partnership.",
          "role": "lp_approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1104(A)(1)",
          "quote": "(1) a converting limited partnership shall deliver to the secretary of state for filing articles of conversion that shall include: (a) a statement that the limited partnership has been converted into another organization; (b) the name and form of the organization and the jurisdiction of its governing statute; (c) the date the conversion is effective pursuant to the governing statute of the converted organization; (d) a statement that the conversion was approved as required by the Uniform Revised Limited Partnership Act; (e) a statement that the conversion was approved as required by the governing statute of the converted organization; and (f) if the converted organization is a foreign organization not authorized to transact business in this state, the street and mailing address of an office that the secretary of state may use for the purposes of Subsection C of Section 1105 [54-2A1105 NMSA 1978] of the Uniform Revised Limited Partnership Act; and",
          "role": "lp_outbound_filing",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A New Mexico limited partnership may convert to an LLC under the specific LLC route and to another organization under the LP Act's conditional route.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 53-19-60(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A corporation, partnership or limited partnership may be converted to a limited liability company pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 54-2A-102(K)",
          "quote": "K. \"limited partnership\", except in the phrases \"foreign limited partnership\" and \"foreign limited liability limited partnership\", means an entity, having one or more general partners and one or more limited partners that is formed pursuant to the Uniform Revised Limited Partnership Act by two or more persons or becomes subject to Article 11 or Subsection A of Section 1206 of the Uniform Revised Limited Partnership Act. The term includes a limited liability limited partnership;",
          "role": "domestic_limited_partnership_definition",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1101(H)",
          "quote": "H. \"organization\" means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. \"Organization\" includes domestic and foreign organizations whether or not organized for profit;",
          "role": "domestic_and_foreign_organization_definition",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1101(I)",
          "quote": "I. \"organizational documents\" means: (1) for a domestic or foreign general partnership, its partnership agreement; (2) for a limited partnership or foreign limited partnership, its certificate of limited partnership and partnership agreement; (3) for a domestic or foreign limited liability company, its articles of organization and operating agreement, or comparable records as provided in its governing statute; (4) for a business trust, its agreement of trust and declaration of trust; (5) for a domestic or foreign corporation for profit, its articles of incorporation, bylaws and other agreements among its shareholders that are authorized by its governing statute, or comparable records as provided in its governing statute; and (6) for any other organization, the basic records that create the organization and determine its internal governance and the relations between the persons that own it, have an interest in it or are members of it;",
          "role": "foreign_limited_partnership_document_definition",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1102(B)",
          "quote": "B. A plan of conversion must be in a record and must include: (1) the name and form of the organization before conversion; (2) the name and form of the organization after conversion; (3) 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 (4) the organizational documents of the converted organization.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1103(A)",
          "quote": "A. Subject to Section 1110 [54-2A-1110 NMSA 1978] of the Uniform Revised Limited Partnership Act, a plan of conversion must be consented to by all the partners of a converting limited partnership.",
          "role": "domestic_lp_approval",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1104(A)(1)",
          "quote": "(1) a converting limited partnership shall deliver to the secretary of state for filing articles of conversion that shall include: (a) a statement that the limited partnership has been converted into another organization; (b) the name and form of the organization and the jurisdiction of its governing statute; (c) the date the conversion is effective pursuant to the governing statute of the converted organization; (d) a statement that the conversion was approved as required by the Uniform Revised Limited Partnership Act; (e) a statement that the conversion was approved as required by the governing statute of the converted organization; and (f) if the converted organization is a foreign organization not authorized to transact business in this state, the street and mailing address of an office that the secretary of state may use for the purposes of Subsection C of Section 1105 [54-2A1105 NMSA 1978] of the Uniform Revised Limited Partnership Act; and",
          "role": "outbound_filing",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1104(A)(2)",
          "quote": "(2) if the converting organization is not a converting limited partnership, the converting organization shall deliver to the secretary of state for filing a certificate of limited partnership that shall include, in addition to the information required by Section 201 [54-2A-201 NMSA 1978] of the Uniform Revised Limited Partnership Act: (a) a statement that the limited partnership was converted from another organization; (b) the name and form of the organization and the jurisdiction of its governing statute; and (c) a statement that the conversion was approved in a manner that complied with the organization's governing statute.",
          "role": "inbound_filing",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1104(B)",
          "quote": "B. A conversion becomes effective: (1) if the converted organization is a limited partnership, when the certificate of limited partnership takes effect; and (2) if the converted organization is not a limited partnership, as provided by the governing statute of the converted organization.",
          "role": "effective_time",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
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        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A foreign limited partnership may become a New Mexico limited partnership through the statute's conversion procedure if its governing law authorizes and permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 54-2A-1102(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization pursuant to this section and Sections 1103 [54-2A-1103 NMSA 1978] through 1105 [54-2A-1105 NMSA 1978] of the Uniform Revised Limited Partnership Act and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
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      "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 54-2A-102(K)",
          "quote": "K. \"limited partnership\", except in the phrases \"foreign limited partnership\" and \"foreign limited liability limited partnership\", means an entity, having one or more general partners and one or more limited partners that is formed pursuant to the Uniform Revised Limited Partnership Act by two or more persons or becomes subject to Article 11 or Subsection A of Section 1206 of the Uniform Revised Limited Partnership Act. The term includes a limited liability limited partnership;",
          "role": "domestic_limited_partnership_definition",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
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          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1101(H)",
          "quote": "H. \"organization\" means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. \"Organization\" includes domestic and foreign organizations whether or not organized for profit;",
          "role": "domestic_and_foreign_organization_definition",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1101(I)",
          "quote": "I. \"organizational documents\" means: (1) for a domestic or foreign general partnership, its partnership agreement; (2) for a limited partnership or foreign limited partnership, its certificate of limited partnership and partnership agreement; (3) for a domestic or foreign limited liability company, its articles of organization and operating agreement, or comparable records as provided in its governing statute; (4) for a business trust, its agreement of trust and declaration of trust; (5) for a domestic or foreign corporation for profit, its articles of incorporation, bylaws and other agreements among its shareholders that are authorized by its governing statute, or comparable records as provided in its governing statute; and (6) for any other organization, the basic records that create the organization and determine its internal governance and the relations between the persons that own it, have an interest in it or are members of it;",
          "role": "foreign_limited_partnership_document_definition",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1102(B)",
          "quote": "B. A plan of conversion must be in a record and must include: (1) the name and form of the organization before conversion; (2) the name and form of the organization after conversion; (3) 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 (4) the organizational documents of the converted organization.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1103(A)",
          "quote": "A. Subject to Section 1110 [54-2A-1110 NMSA 1978] of the Uniform Revised Limited Partnership Act, a plan of conversion must be consented to by all the partners of a converting limited partnership.",
          "role": "domestic_lp_approval",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1104(A)(1)",
          "quote": "(1) a converting limited partnership shall deliver to the secretary of state for filing articles of conversion that shall include: (a) a statement that the limited partnership has been converted into another organization; (b) the name and form of the organization and the jurisdiction of its governing statute; (c) the date the conversion is effective pursuant to the governing statute of the converted organization; (d) a statement that the conversion was approved as required by the Uniform Revised Limited Partnership Act; (e) a statement that the conversion was approved as required by the governing statute of the converted organization; and (f) if the converted organization is a foreign organization not authorized to transact business in this state, the street and mailing address of an office that the secretary of state may use for the purposes of Subsection C of Section 1105 [54-2A1105 NMSA 1978] of the Uniform Revised Limited Partnership Act; and",
          "role": "outbound_filing",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1104(A)(2)",
          "quote": "(2) if the converting organization is not a converting limited partnership, the converting organization shall deliver to the secretary of state for filing a certificate of limited partnership that shall include, in addition to the information required by Section 201 [54-2A-201 NMSA 1978] of the Uniform Revised Limited Partnership Act: (a) a statement that the limited partnership was converted from another organization; (b) the name and form of the organization and the jurisdiction of its governing statute; and (c) a statement that the conversion was approved in a manner that complied with the organization's governing statute.",
          "role": "inbound_filing",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1104(B)",
          "quote": "B. A conversion becomes effective: (1) if the converted organization is a limited partnership, when the certificate of limited partnership takes effect; and (2) if the converted organization is not a limited partnership, as provided by the governing statute of the converted organization.",
          "role": "effective_time",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
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        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A New Mexico limited partnership may become a foreign limited partnership through conversion if the target jurisdiction's governing law authorizes and permits it.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 54-2A-1102(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization pursuant to this section and Sections 1103 [54-2A-1103 NMSA 1978] through 1105 [54-2A-1105 NMSA 1978] of the Uniform Revised Limited Partnership Act and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
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      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 54-2A-1102(A)",
          "quote": "A. An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization pursuant to this section and Sections 1103 [54-2A-1103 NMSA 1978] through 1105 [54-2A-1105 NMSA 1978] of the Uniform Revised Limited Partnership Act and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
          "role": "operative_type_authorization",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
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      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The LP Act permits another domestic or foreign organization within its complete defined list to convert into a New Mexico limited partnership, subject to the other law.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 54-2A-1101(H)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "H. \"organization\" means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. \"Organization\" includes domestic and foreign organizations whether or not organized for profit;",
      "readiness": "ready",
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      "rendered": "value",
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      "source_class": "S1",
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      "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 54-2A-1102(A)",
          "quote": "A. An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization pursuant to this section and Sections 1103 [54-2A-1103 NMSA 1978] through 1105 [54-2A-1105 NMSA 1978] of the Uniform Revised Limited Partnership Act and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
          "role": "operative_type_authorization",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A New Mexico limited partnership may convert to another domestic or foreign organization within the LP Act's complete defined list, subject to the other law.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 54-2A-1101(H)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "H. \"organization\" means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. \"Organization\" includes domestic and foreign organizations whether or not organized for profit;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.lp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 53-19-63(C)",
          "quote": "C. for filing articles of merger, conversion or consolidation and issuing a certificate of consolidation, one hundred dollars ($100);",
          "role": "alternate_route_conversion_fee",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The LP Act locates fees for a certificate of limited partnership and articles of conversion; the LLC Act supplies the alternate-route conversion fee locator.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 54-2A-210(A)(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) filing an initial, amended and restated, or restated certificate of limited partnership, a fee of one hundred dollars ($100); (2) filing an application for a certificate of authority by a foreign limited partnership, articles of conversion or articles of merger, a fee of one hundred dollars ($100);",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
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      "source_class": "S1",
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      "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 54-2A-1102(B)",
          "quote": "B. A plan of conversion must be in a record and must include: (1) the name and form of the organization before conversion; (2) the name and form of the organization after conversion; (3) 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 (4) the organizational documents of the converted organization.",
          "role": "plan_requirements",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
          "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1104(A)(2)",
          "quote": "(2) if the converting organization is not a converting limited partnership, the converting organization shall deliver to the secretary of state for filing a certificate of limited partnership that shall include, in addition to the information required by Section 201 [54-2A-201 NMSA 1978] of the Uniform Revised Limited Partnership Act: (a) a statement that the limited partnership was converted from another organization; (b) the name and form of the organization and the jurisdiction of its governing statute; and (c) a statement that the conversion was approved in a manner that complied with the organization's governing statute.",
          "role": "inbound_lp_filing",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
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          "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60(C)",
          "quote": "C. An agreement of conversion shall set forth the terms and conditions of the conversion of the owners' interests in the converting entity into interests in the converted entity or the cash or other consideration to be paid or delivered as a result of the conversion of the owners' interests or a combination of these.",
          "role": "llc_specific_outbound_agreement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60(D)",
          "quote": "D. After a conversion is approved pursuant to Subsection B of this section, the corporation, partnership or limited partnership being converted shall file articles of organization with the commission [secretary of state] that satisfy the requirements of Section 53-19-8 NMSA 1978 and a statement containing the items set forth below: (1) a statement that the corporation or partnership was converted to a limited liability company from a corporation, partnership or limited partnership; (2) its former name; (3) a statement of the number of votes cast by the shareholders or partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to Subsection B of this section; and (4) in the case of a corporation or a limited partnership, a statement that the certificate of incorporation or certificate of limited partnership is to be canceled as of the date the conversion takes effect.",
          "role": "llc_specific_outbound_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60.1(C)",
          "quote": "C. An agreement of conversion shall set forth the terms and conditions of the conversion of the members' interests in the limited liability company into interests in the corporation, partnership or limited partnership or the cash or other consideration to be paid or delivered as a result of the conversion of the members' interests, or a combination of these.",
          "role": "llc_specific_inbound_agreement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        },
        {
          "pinpoint": "N.M. Stat. § 53-19-60.1(D)",
          "quote": "D. After a conversion is approved under Subsection B of this section, the limited liability company shall file with the commission [secretary of state], if the converted entity is a partnership, a statement containing the items set forth below, if the converted entity is a corporation, articles of incorporation and a statement containing the items set forth below and, if the converted entity is a limited partnership, a certificate of limited partnership and a statement containing the items set forth below: (1) a statement that the corporation, partnership or limited partnership was converted from a limited liability company; (2) the former name of the limited liability company; (3) a statement of the number of votes cast by the members or managers entitled to vote for and against the conversion and, if the vote is other than a unanimous vote of the members, the number or percentage of members or managers required to approve the conversion under Subsection B of this section; and (4) a statement that the articles of organization of the limited liability company are to be canceled as of the date the conversion takes effect.",
          "role": "llc_specific_inbound_filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NM/snapshots/c50/NM/84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956.pdf",
          "source_sha256": "84ea742ff257ee0c777d030f418189c23e17b052578180586ec6bb9c5c002956",
          "source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The general route uses a plan and either articles of conversion or a certificate of limited partnership; the LLC-specific route uses its agreement and formation-document statement.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 54-2A-1104(A)(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) a converting limited partnership shall deliver to the secretary of state for filing articles of conversion that shall include: (a) a statement that the limited partnership has been converted into another organization; (b) the name and form of the organization and the jurisdiction of its governing statute; (c) the date the conversion is effective pursuant to the governing statute of the converted organization; (d) a statement that the conversion was approved as required by the Uniform Revised Limited Partnership Act; (e) a statement that the conversion was approved as required by the governing statute of the converted organization; and (f) if the converted organization is a foreign organization not authorized to transact business in this state, the street and mailing address of an office that the secretary of state may use for the purposes of Subsection C of Section 1105 [54-2A1105 NMSA 1978] of the Uniform Revised Limited Partnership Act; and",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do",
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    },
    "structuring:pp-conversion-domestication#NM.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The other organization's governing statute must authorize the conversion, its jurisdiction's law must not prohibit it, and the organization must comply with that statute.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 54-2A-1102(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization pursuant to this section and Sections 1103 [54-2A-1103 NMSA 1978] through 1105 [54-2A-1105 NMSA 1978] of the Uniform Revised Limited Partnership Act and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
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    },
    "structuring:pp-conversion-domestication#NM.lp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "N.M. Stat. § 54-2A-102(K)",
          "quote": "K. \"limited partnership\", except in the phrases \"foreign limited partnership\" and \"foreign limited liability limited partnership\", means an entity, having one or more general partners and one or more limited partners that is formed pursuant to the Uniform Revised Limited Partnership Act by two or more persons or becomes subject to Article 11 or Subsection A of Section 1206 of the Uniform Revised Limited Partnership Act. The term includes a limited liability limited partnership;",
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        },
        {
          "pinpoint": "N.M. Stat. § 54-2A-1101(H)",
          "quote": "H. \"organization\" means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. \"Organization\" includes domestic and foreign organizations whether or not organized for profit;",
          "role": "foreign_organization_scope",
          "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
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        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "New Mexico uses the term “conversion” for the limited-partnership procedure that can reach a same-type move between jurisdictions.",
      "fetch_event_id": null,
      "pinpoint": "N.M. Stat. § 54-2A-1102(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization pursuant to this section and Sections 1103 [54-2A-1103 NMSA 1978] through 1105 [54-2A-1105 NMSA 1978] of the Uniform Revised Limited Partnership Act and a plan of conversion, if: (1) the other organization's governing statute authorizes the conversion; (2) the conversion is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NM.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, tax-payment, or good-standing condition was located in the conversion provisions for a New Mexico limited partnership.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/snapshots/NM/b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b0cefadb2876ebcbe1bfdc975967f5bc5320f12c96bf6d2db3e558805771daed",
      "source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "NRS 92A.120(1) sets the vote needed for a corporation to approve a plan of merger, conversion or exchange.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.120(1) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. For a plan of merger, conversion or exchange to be approved, the board of directors of each domestic corporation that is a constituent entity must adopt the plan.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "NRS 92A.270(7)-(8) (NRS-092A.html)",
          "quote": "7. When a domestication becomes effective, all rights, privileges and powers of the undomesticated organization, all property owned by the undomesticated organization, all debts due to the undomesticated organization, and all causes of action belonging to the undomesticated organization are vested in the domestic entity and become the property of the domestic entity to the same extent as vested in the undomesticated organization immediately before domestication. The title to any real property vested by deed or otherwise in the undomesticated organization is not reverted or impaired by the domestication. All rights of creditors and all liens upon any property of the undomesticated organization are preserved unimpaired and all debts, liabilities and duties of an undomesticated organization that has been domesticated attach to the domestic entity resulting from the domestication and may be enforced against it to the same extent as if the debts, liability and duties had been incurred or contracted by the domestic entity. […] 8. When an undomesticated organization is domesticated, the domestic entity resulting from the domestication is for all purposes deemed to be the same entity as the undomesticated organization. Unless otherwise agreed by the owners of the undomesticated organization or as required pursuant to applicable foreign law, the domestic entity resulting from the domestication is not required to wind up its affairs, pay its liabilities or distribute its assets. The domestication of an undomesticated organization does not constitute the dissolution of the undomesticated organization. The domestication constitutes a continuation of the existence of the undomesticated organization in the form of a domestic entity. If, following domestication, an undomesticated organization that has become domesticated pursuant to this section continues its existence in the foreign country or foreign jurisdiction in which it was existing immediately before the domestication, the domestic entity and the undomesticated organization are for all purposes a single entity formed, incorporated, organized or otherwise created and existing pursuant to the laws of this State and the laws of the foreign country or other foreign jurisdiction. If, following domestication, an undomesticated organization that has become domesticated pursuant to this section does not continue its existence in the foreign country or foreign jurisdiction in which it existed immediately before the domestication, the domestic entity resulting from the domestication continues and is not required to wind up its affairs, pay its liabilities or distribute its assets.",
          "role": "domestication continuity",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
          "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
          "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "NRS 92A.250(3) treats a conversion as a continuation of the constituent corporation's existence: property, liabilities and pending proceedings carry over without a winding-up or dissolution.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.250(3) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "3. When a conversion takes effect: (a) The constituent entity is converted into the resulting entity and is governed by and subject to the law of the jurisdiction of the resulting entity; (b) The conversion is a continuation of the existence of the constituent entity; (c) The title to all real estate and other property owned by the constituent entity is vested in the resulting entity without reversion or impairment; (d) The resulting entity has all the liabilities of the constituent entity; (e) A proceeding pending against the constituent entity may be continued as if the conversion had not occurred or the resulting entity may be substituted in the proceeding for the constituent entity; (f) The owner’s interests of the constituent entity that are to be converted into the owner’s interests of the resulting entity are converted; (g) An owner of the resulting entity remains liable for all the obligations of the constituent entity existing at the time of the conversion to the extent the owner was liable before the conversion; and (h) The domestic constituent entity is not required to wind up its affairs, pay its liabilities, distribute its assets or dissolve, and the conversion is not deemed a dissolution of the domestic constituent entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "NRS 92A.195(1) lets a foreign entity of any type convert into a domestic corporation if the foreign jurisdiction's law permits it and the parties comply with NRS 92A.205-240.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.195(1) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "One foreign entity or foreign general partnership may convert into one domestic entity if: (a) The conversion is permitted by the law of the jurisdiction governing the foreign entity or foreign general partnership and the foreign entity or foreign general partnership complies with that law in effecting the conversion; (b) The foreign entity or foreign general partnership complies with the applicable provisions of NRS 92A.205 , 92A.207 , 92A.210 , 92A.230 and 92A.240 ; and (c) The resulting domestic entity complies with the applicable provisions of NRS 92A.205 and 92A.220 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "NRS 92A.105(1) lets a domestic corporation convert into a different-type domestic entity or a foreign entity; NRS 92A.195(2) conditions the foreign-entity case on the destination jurisdiction's law permitting it.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.105(1), 92A.195(2) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as limited by NRS 78.411 to 78.444 , inclusive, one domestic general partnership or one domestic entity, except a domestic nonprofit corporation, may convert into a domestic entity of a different type or into a foreign entity if a plan of conversion is approved pursuant to the provisions of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "NRS 92A.270 lets any 'undomesticated organization' (a term naming 'private law corporation') become domesticated in Nevada as a domestic corporation, on Secretary of State filing plus internal and foreign-law approval.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.270(1), (6) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any undomesticated organization may become domesticated in this State as a domestic entity by: (a) Paying to the Secretary of State the fees required pursuant to this title for filing the charter document; and (b) Filing with the Secretary of State: (1) Articles of domestication which must be signed by an authorized representative of the undomesticated organization approved in compliance with subsection 6; (2) The appropriate charter document for the type of domestic entity; (3) The information required pursuant to NRS 77.310 ; (4) A certified copy of the charter document, or the equivalent, if any, of the undomesticated organization; and (5) A certificate of good standing, or the equivalent, from the jurisdiction where the undomesticated organization was chartered immediately before filing the articles of domestication pursuant to subparagraph (1).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Nevada has no separate outbound-domestication statute; a domestic corporation moving to another jurisdiction without changing type does so as a conversion into a 'foreign entity' under NRS 92A.105(1)/92A.195(2).",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.105(1), 92A.195(2) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as limited by NRS 78.411 to 78.444 , inclusive, one domestic general partnership or one domestic entity, except a domestic nonprofit corporation, may convert into a domestic entity of a different type or into a foreign entity if a plan of conversion is approved pursuant to the provisions of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Any foreign or domestic corporation (for-profit or not), LLC, LP, business trust, or general partnership may convert into a domestic corporation; a domestic nonprofit corporation may not be the converting (source) entity.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.045, 92A.027, 92A.105(1) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity” means a foreign or domestic: 1. Corporation, whether or not for profit; 2. Limited-liability company; 3. Limited partnership; or 4. Business trust.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic corporation may convert into any 'entity' as chapter 92A defines that term: a corporation (for-profit or not), LLC, LP, or business trust, foreign or domestic.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.045, 92A.090 (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity” means a foreign or domestic: 1. Corporation, whether or not for profit; 2. Limited-liability company; 3. Limited partnership; or 4. Business trust.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "NRS 92A.210 sets the filing fee for articles of merger, conversion, exchange, domestication or termination; the resulting corporation's charter-document fee is set by its own chapter.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.210(1) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. Except as otherwise provided in this section, the fee for filing articles of merger, articles of conversion, articles of exchange, articles of domestication or articles of termination is $350. The fee for filing the charter documents of a domestic resulting entity is the fee for filing the charter documents determined by the chapter of NRS governing the particular domestic resulting entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "NRS 92A.205(1) (NRS-092A.html)",
          "quote": "1. After a plan of conversion is approved as required by this chapter, if the resulting entity is a domestic entity, the constituent entity shall, at the time of filing the articles of conversion, deliver to the Secretary of State for filing:",
          "role": "filing requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
          "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
          "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A plan of conversion is filed as articles of conversion plus the resulting entity's charter document (NRS 92A.105, .205); inbound domestication files articles of domestication (NRS 92A.270(1)(b)); signing rule at NRS 92A.230.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.230 (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Articles of merger, conversion or exchange must be signed by each foreign and domestic constituent entity as follows:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Both conversion directions require the other jurisdiction's law to permit the transaction (NRS 92A.195(1)(a), (2)(a)); inbound domestication requires approval under 'applicable foreign law' (NRS 92A.270(6)(b)).",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.195(2)(a) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The conversion is permitted by the law of the jurisdiction governing the resulting foreign entity and the resulting foreign entity complies with that law in effecting the conversion",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Chapter 92A's title and NRS 92A.270's heading use 'domestication' for an inbound jurisdiction-only move; an outbound same-type move is done as a 'conversion' (NRS 92A.105/195).",
      "fetch_event_id": null,
      "pinpoint": "Chapter 92A title; NRS 92A.270 heading (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "CHAPTER 92A - MERGERS, CONVERSIONS, EXCHANGES AND DOMESTICATIONS [Rev. 4/15/2026 10:55:39 AM--2025] CHAPTER 92A - MERGERS, CONVERSIONS, EXCHANGES AND DOMESTICATIONS […] NRS 92A.270 Domestication of undomesticated organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No clearance condition is stated for an ordinary conversion of a corporation; inbound domestication under NRS 92A.270(1)(b)(5) requires a certificate of good standing from the prior jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.270(1)(b)(5) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A certificate of good standing, or the equivalent, from the jurisdiction where the undomesticated organization was chartered immediately before filing the articles of domestication pursuant to subparagraph (1)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "NRS 92A.150(1)(a) sets the vote needed for a limited-liability company to approve a plan of merger, conversion or exchange.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.150(1)(a) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A plan of merger, conversion or exchange involving a domestic limited-liability company must be approved by a majority in interest of the members",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "NRS 92A.270(7)-(8) (NRS-092A.html)",
          "quote": "7. When a domestication becomes effective, all rights, privileges and powers of the undomesticated organization, all property owned by the undomesticated organization, all debts due to the undomesticated organization, and all causes of action belonging to the undomesticated organization are vested in the domestic entity and become the property of the domestic entity to the same extent as vested in the undomesticated organization immediately before domestication. The title to any real property vested by deed or otherwise in the undomesticated organization is not reverted or impaired by the domestication. All rights of creditors and all liens upon any property of the undomesticated organization are preserved unimpaired and all debts, liabilities and duties of an undomesticated organization that has been domesticated attach to the domestic entity resulting from the domestication and may be enforced against it to the same extent as if the debts, liability and duties had been incurred or contracted by the domestic entity. […] 8. When an undomesticated organization is domesticated, the domestic entity resulting from the domestication is for all purposes deemed to be the same entity as the undomesticated organization. Unless otherwise agreed by the owners of the undomesticated organization or as required pursuant to applicable foreign law, the domestic entity resulting from the domestication is not required to wind up its affairs, pay its liabilities or distribute its assets. The domestication of an undomesticated organization does not constitute the dissolution of the undomesticated organization. The domestication constitutes a continuation of the existence of the undomesticated organization in the form of a domestic entity. If, following domestication, an undomesticated organization that has become domesticated pursuant to this section continues its existence in the foreign country or foreign jurisdiction in which it was existing immediately before the domestication, the domestic entity and the undomesticated organization are for all purposes a single entity formed, incorporated, organized or otherwise created and existing pursuant to the laws of this State and the laws of the foreign country or other foreign jurisdiction. If, following domestication, an undomesticated organization that has become domesticated pursuant to this section does not continue its existence in the foreign country or foreign jurisdiction in which it existed immediately before the domestication, the domestic entity resulting from the domestication continues and is not required to wind up its affairs, pay its liabilities or distribute its assets.",
          "role": "domestication continuity",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
          "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
          "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "NRS 92A.250(3) treats a conversion as a continuation of the constituent limited-liability company's existence: property, liabilities and pending proceedings carry over without a winding-up or dissolution.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.250(3) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "3. When a conversion takes effect: (a) The constituent entity is converted into the resulting entity and is governed by and subject to the law of the jurisdiction of the resulting entity; (b) The conversion is a continuation of the existence of the constituent entity; (c) The title to all real estate and other property owned by the constituent entity is vested in the resulting entity without reversion or impairment; (d) The resulting entity has all the liabilities of the constituent entity; (e) A proceeding pending against the constituent entity may be continued as if the conversion had not occurred or the resulting entity may be substituted in the proceeding for the constituent entity; (f) The owner’s interests of the constituent entity that are to be converted into the owner’s interests of the resulting entity are converted; (g) An owner of the resulting entity remains liable for all the obligations of the constituent entity existing at the time of the conversion to the extent the owner was liable before the conversion; and (h) The domestic constituent entity is not required to wind up its affairs, pay its liabilities, distribute its assets or dissolve, and the conversion is not deemed a dissolution of the domestic constituent entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "NRS 92A.195(1) lets a foreign entity of any type convert into a domestic limited-liability company if the foreign jurisdiction's law permits it and the parties comply with NRS 92A.205-240.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.195(1) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "One foreign entity or foreign general partnership may convert into one domestic entity if: (a) The conversion is permitted by the law of the jurisdiction governing the foreign entity or foreign general partnership and the foreign entity or foreign general partnership complies with that law in effecting the conversion; (b) The foreign entity or foreign general partnership complies with the applicable provisions of NRS 92A.205 , 92A.207 , 92A.210 , 92A.230 and 92A.240 ; and (c) The resulting domestic entity complies with the applicable provisions of NRS 92A.205 and 92A.220 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "NRS 92A.105(1) lets a domestic limited-liability company convert into a different-type domestic entity or a foreign entity; NRS 92A.195(2) conditions the foreign-entity case on the destination jurisdiction's law permitting it.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.105(1), 92A.195(2) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as limited by NRS 78.411 to 78.444 , inclusive, one domestic general partnership or one domestic entity, except a domestic nonprofit corporation, may convert into a domestic entity of a different type or into a foreign entity if a plan of conversion is approved pursuant to the provisions of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.llc.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "NRS 86.326(3) (NRS-086.html)",
          "quote": "3. In connection with the domestication of an undomesticated organization as a limited-liability company in this State in accordance with NRS 92A.270 , a person is admitted as a member of the company as of the time set forth in and upon compliance with the articles of domestication or in the operating agreement of the resulting domestic limited-liability company or, if the articles of domestication and the operating agreement do not so provide or if the articles of domestication do not so provide and the company has no operating agreement, as of the time of such person’s admission as reflected in the records of the resulting domestic limited-liability company.",
          "role": "naming",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/nv-nrs-ch86-llc-act.html",
          "source_sha256": "d619c4ac81a5a772bd4eb8df6807505bf66920fed2b188eca57d3de7fe81e5db",
          "source_url": "https://www.leg.state.nv.us/NRS/NRS-086.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "NRS 92A.270 lets any 'undomesticated organization' (a term naming 'limited-liability company') become domesticated in Nevada as a domestic limited-liability company, on Secretary of State filing plus internal and foreign-law approval.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.270(1), (6) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any undomesticated organization may become domesticated in this State as a domestic entity by: (a) Paying to the Secretary of State the fees required pursuant to this title for filing the charter document; and (b) Filing with the Secretary of State: (1) Articles of domestication which must be signed by an authorized representative of the undomesticated organization approved in compliance with subsection 6; (2) The appropriate charter document for the type of domestic entity; (3) The information required pursuant to NRS 77.310 ; (4) A certified copy of the charter document, or the equivalent, if any, of the undomesticated organization; and (5) A certificate of good standing, or the equivalent, from the jurisdiction where the undomesticated organization was chartered immediately before filing the articles of domestication pursuant to subparagraph (1).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Nevada has no separate outbound-domestication statute; a domestic limited-liability company moving to another jurisdiction without changing type does so as a conversion into a 'foreign entity' under NRS 92A.105(1)/92A.195(2).",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.105(1), 92A.195(2) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as limited by NRS 78.411 to 78.444 , inclusive, one domestic general partnership or one domestic entity, except a domestic nonprofit corporation, may convert into a domestic entity of a different type or into a foreign entity if a plan of conversion is approved pursuant to the provisions of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Any foreign or domestic corporation (for-profit or not), LLC, LP, business trust, or general partnership may convert into a domestic limited-liability company; a domestic nonprofit corporation may not be the converting (source) entity.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.045, 92A.027, 92A.105(1) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity” means a foreign or domestic: 1. Corporation, whether or not for profit; 2. Limited-liability company; 3. Limited partnership; or 4. Business trust.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic limited-liability company may convert into any 'entity' as chapter 92A defines that term: a corporation (for-profit or not), LLC, LP, or business trust, foreign or domestic.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.045, 92A.090 (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity” means a foreign or domestic: 1. Corporation, whether or not for profit; 2. Limited-liability company; 3. Limited partnership; or 4. Business trust.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "NRS 92A.210 sets the filing fee for articles of merger, conversion, exchange, domestication or termination; the resulting limited-liability company's charter-document fee is set by its own chapter.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.210(1) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. Except as otherwise provided in this section, the fee for filing articles of merger, articles of conversion, articles of exchange, articles of domestication or articles of termination is $350. The fee for filing the charter documents of a domestic resulting entity is the fee for filing the charter documents determined by the chapter of NRS governing the particular domestic resulting entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "NRS 92A.205(1) (NRS-092A.html)",
          "quote": "1. After a plan of conversion is approved as required by this chapter, if the resulting entity is a domestic entity, the constituent entity shall, at the time of filing the articles of conversion, deliver to the Secretary of State for filing:",
          "role": "filing requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
          "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
          "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A plan of conversion is filed as articles of conversion plus the resulting entity's charter document (NRS 92A.105, .205); inbound domestication files articles of domestication (NRS 92A.270(1)(b)); signing rule at NRS 92A.230.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.230 (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Articles of merger, conversion or exchange must be signed by each foreign and domestic constituent entity as follows:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Both conversion directions require the other jurisdiction's law to permit the transaction (NRS 92A.195(1)(a), (2)(a)); inbound domestication requires approval under 'applicable foreign law' (NRS 92A.270(6)(b)).",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.195(2)(a) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The conversion is permitted by the law of the jurisdiction governing the resulting foreign entity and the resulting foreign entity complies with that law in effecting the conversion",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Chapter 92A's title and NRS 92A.270's heading use 'domestication' for an inbound jurisdiction-only move; an outbound same-type move is done as a 'conversion' (NRS 92A.105/195).",
      "fetch_event_id": null,
      "pinpoint": "Chapter 92A title; NRS 92A.270 heading (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "CHAPTER 92A - MERGERS, CONVERSIONS, EXCHANGES AND DOMESTICATIONS [Rev. 4/15/2026 10:55:39 AM--2025] CHAPTER 92A - MERGERS, CONVERSIONS, EXCHANGES AND DOMESTICATIONS […] NRS 92A.270 Domestication of undomesticated organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No clearance condition is stated for an ordinary conversion of a limited-liability company; inbound domestication under NRS 92A.270(1)(b)(5) requires a certificate of good standing from the prior jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.270(1)(b)(5) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A certificate of good standing, or the equivalent, from the jurisdiction where the undomesticated organization was chartered immediately before filing the articles of domestication pursuant to subparagraph (1)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "NRS 92A.140(1) sets the vote needed for a limited partnership to approve a plan of merger, conversion or exchange.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.140(1) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. Unless otherwise provided in the partnership agreement or the certificate of limited partnership, a plan of merger, conversion or exchange involving a domestic limited partnership must be approved by all general partners and by limited partners who own a majority in interest of the partnership then owned by all the limited partners. If the partnership has more than one class of limited partners, the plan of merger, conversion or exchange must be approved by those limited partners who own a majority in interest of the partnership then owned by the limited partners in each class.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.lp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "NRS 92A.270(7)-(8) (NRS-092A.html)",
          "quote": "7. When a domestication becomes effective, all rights, privileges and powers of the undomesticated organization, all property owned by the undomesticated organization, all debts due to the undomesticated organization, and all causes of action belonging to the undomesticated organization are vested in the domestic entity and become the property of the domestic entity to the same extent as vested in the undomesticated organization immediately before domestication. The title to any real property vested by deed or otherwise in the undomesticated organization is not reverted or impaired by the domestication. All rights of creditors and all liens upon any property of the undomesticated organization are preserved unimpaired and all debts, liabilities and duties of an undomesticated organization that has been domesticated attach to the domestic entity resulting from the domestication and may be enforced against it to the same extent as if the debts, liability and duties had been incurred or contracted by the domestic entity. […] 8. When an undomesticated organization is domesticated, the domestic entity resulting from the domestication is for all purposes deemed to be the same entity as the undomesticated organization. Unless otherwise agreed by the owners of the undomesticated organization or as required pursuant to applicable foreign law, the domestic entity resulting from the domestication is not required to wind up its affairs, pay its liabilities or distribute its assets. The domestication of an undomesticated organization does not constitute the dissolution of the undomesticated organization. The domestication constitutes a continuation of the existence of the undomesticated organization in the form of a domestic entity. If, following domestication, an undomesticated organization that has become domesticated pursuant to this section continues its existence in the foreign country or foreign jurisdiction in which it was existing immediately before the domestication, the domestic entity and the undomesticated organization are for all purposes a single entity formed, incorporated, organized or otherwise created and existing pursuant to the laws of this State and the laws of the foreign country or other foreign jurisdiction. If, following domestication, an undomesticated organization that has become domesticated pursuant to this section does not continue its existence in the foreign country or foreign jurisdiction in which it existed immediately before the domestication, the domestic entity resulting from the domestication continues and is not required to wind up its affairs, pay its liabilities or distribute its assets.",
          "role": "domestication continuity",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
          "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
          "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "NRS 92A.250(3) treats a conversion as a continuation of the constituent limited partnership's existence: property, liabilities and pending proceedings carry over without a winding-up or dissolution.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.250(3) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "3. When a conversion takes effect: (a) The constituent entity is converted into the resulting entity and is governed by and subject to the law of the jurisdiction of the resulting entity; (b) The conversion is a continuation of the existence of the constituent entity; (c) The title to all real estate and other property owned by the constituent entity is vested in the resulting entity without reversion or impairment; (d) The resulting entity has all the liabilities of the constituent entity; (e) A proceeding pending against the constituent entity may be continued as if the conversion had not occurred or the resulting entity may be substituted in the proceeding for the constituent entity; (f) The owner’s interests of the constituent entity that are to be converted into the owner’s interests of the resulting entity are converted; (g) An owner of the resulting entity remains liable for all the obligations of the constituent entity existing at the time of the conversion to the extent the owner was liable before the conversion; and (h) The domestic constituent entity is not required to wind up its affairs, pay its liabilities, distribute its assets or dissolve, and the conversion is not deemed a dissolution of the domestic constituent entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "NRS 92A.195(1) lets a foreign entity of any type convert into a domestic limited partnership if the foreign jurisdiction's law permits it and the parties comply with NRS 92A.205-240.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.195(1) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "One foreign entity or foreign general partnership may convert into one domestic entity if: (a) The conversion is permitted by the law of the jurisdiction governing the foreign entity or foreign general partnership and the foreign entity or foreign general partnership complies with that law in effecting the conversion; (b) The foreign entity or foreign general partnership complies with the applicable provisions of NRS 92A.205 , 92A.207 , 92A.210 , 92A.230 and 92A.240 ; and (c) The resulting domestic entity complies with the applicable provisions of NRS 92A.205 and 92A.220 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "NRS 92A.105(1) lets a domestic limited partnership convert into a different-type domestic entity or a foreign entity; NRS 92A.195(2) conditions the foreign-entity case on the destination jurisdiction's law permitting it.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.105(1), 92A.195(2) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as limited by NRS 78.411 to 78.444 , inclusive, one domestic general partnership or one domestic entity, except a domestic nonprofit corporation, may convert into a domestic entity of a different type or into a foreign entity if a plan of conversion is approved pursuant to the provisions of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "NRS 92A.270 lets any 'undomesticated organization' (a term naming 'limited partnership') become domesticated in Nevada as a domestic limited partnership, on Secretary of State filing plus internal and foreign-law approval.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.270(1), (6) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any undomesticated organization may become domesticated in this State as a domestic entity by: (a) Paying to the Secretary of State the fees required pursuant to this title for filing the charter document; and (b) Filing with the Secretary of State: (1) Articles of domestication which must be signed by an authorized representative of the undomesticated organization approved in compliance with subsection 6; (2) The appropriate charter document for the type of domestic entity; (3) The information required pursuant to NRS 77.310 ; (4) A certified copy of the charter document, or the equivalent, if any, of the undomesticated organization; and (5) A certificate of good standing, or the equivalent, from the jurisdiction where the undomesticated organization was chartered immediately before filing the articles of domestication pursuant to subparagraph (1).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Nevada has no separate outbound-domestication statute; a domestic limited partnership moving to another jurisdiction without changing type does so as a conversion into a 'foreign entity' under NRS 92A.105(1)/92A.195(2).",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.105(1), 92A.195(2) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as limited by NRS 78.411 to 78.444 , inclusive, one domestic general partnership or one domestic entity, except a domestic nonprofit corporation, may convert into a domestic entity of a different type or into a foreign entity if a plan of conversion is approved pursuant to the provisions of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Any foreign or domestic corporation (for-profit or not), LLC, LP, business trust, or general partnership may convert into a domestic limited partnership; a domestic nonprofit corporation may not be the converting (source) entity.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.045, 92A.027, 92A.105(1) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity” means a foreign or domestic: 1. Corporation, whether or not for profit; 2. Limited-liability company; 3. Limited partnership; or 4. Business trust.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic limited partnership may convert into any 'entity' as chapter 92A defines that term: a corporation (for-profit or not), LLC, LP, or business trust, foreign or domestic.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.045, 92A.090 (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "“Entity” means a foreign or domestic: 1. Corporation, whether or not for profit; 2. Limited-liability company; 3. Limited partnership; or 4. Business trust.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "NRS 92A.210 sets the filing fee for articles of merger, conversion, exchange, domestication or termination; the resulting limited partnership's charter-document fee is set by its own chapter.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.210(1) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "1. Except as otherwise provided in this section, the fee for filing articles of merger, articles of conversion, articles of exchange, articles of domestication or articles of termination is $350. The fee for filing the charter documents of a domestic resulting entity is the fee for filing the charter documents determined by the chapter of NRS governing the particular domestic resulting entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "NRS 92A.205(1) (NRS-092A.html)",
          "quote": "1. After a plan of conversion is approved as required by this chapter, if the resulting entity is a domestic entity, the constituent entity shall, at the time of filing the articles of conversion, deliver to the Secretary of State for filing:",
          "role": "filing requirements",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
          "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
          "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A plan of conversion is filed as articles of conversion plus the resulting entity's charter document (NRS 92A.105, .205); inbound domestication files articles of domestication (NRS 92A.270(1)(b)); signing rule at NRS 92A.230.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.230 (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Articles of merger, conversion or exchange must be signed by each foreign and domestic constituent entity as follows:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Both conversion directions require the other jurisdiction's law to permit the transaction (NRS 92A.195(1)(a), (2)(a)); inbound domestication requires approval under 'applicable foreign law' (NRS 92A.270(6)(b)).",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.195(2)(a) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The conversion is permitted by the law of the jurisdiction governing the resulting foreign entity and the resulting foreign entity complies with that law in effecting the conversion",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Chapter 92A's title and NRS 92A.270's heading use 'domestication' for an inbound jurisdiction-only move; an outbound same-type move is done as a 'conversion' (NRS 92A.105/195).",
      "fetch_event_id": null,
      "pinpoint": "Chapter 92A title; NRS 92A.270 heading (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "CHAPTER 92A - MERGERS, CONVERSIONS, EXCHANGES AND DOMESTICATIONS [Rev. 4/15/2026 10:55:39 AM--2025] CHAPTER 92A - MERGERS, CONVERSIONS, EXCHANGES AND DOMESTICATIONS […] NRS 92A.270 Domestication of undomesticated organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NV.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No clearance condition is stated for an ordinary conversion of a limited partnership; inbound domestication under NRS 92A.270(1)(b)(5) requires a certificate of good standing from the prior jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "NRS 92A.270(1)(b)(5) (NRS-092A.html)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A certificate of good standing, or the equivalent, from the jurisdiction where the undomesticated organization was chartered immediately before filing the articles of domestication pursuant to subparagraph (1)",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NV/snapshots/NV/7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f87e2427ada8a7d7ea42019b87171af5912b602bab27fb272628cf43c27a563",
      "source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "With no conversion or domestication procedure in the Business Corporation Law, no approval rule for such a transaction was located.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Bus. Corp. Law § 901 (negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/BSC/901 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Business Corporation (BSC) CHAPTER 4, ARTICLE 9), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/78ffc19f212ccdd95f7d5367963db3e946247dcb4957976c81250a0c470d1123.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "78ffc19f212ccdd95f7d5367963db3e946247dcb4957976c81250a0c470d1123",
      "source_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "With no conversion or domestication procedure in the Business Corporation Law, no effects or continuity provision for such a transaction was located.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Bus. Corp. Law § 901 (negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/BSC/901 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Business Corporation (BSC) CHAPTER 4, ARTICLE 9), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/78ffc19f212ccdd95f7d5367963db3e946247dcb4957976c81250a0c470d1123.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "78ffc19f212ccdd95f7d5367963db3e946247dcb4957976c81250a0c470d1123",
      "source_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "No provision authorizing another entity type to convert into a New York business corporation was located in the Business Corporation Law, the LLC Law or the Partnership Law.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Bus. Corp. Law § 901 (Art. 9 organic-transaction power: merger or consolidation; negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/BSC/901 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Business Corporation (BSC) CHAPTER 4, ARTICLE 9), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/78ffc19f212ccdd95f7d5367963db3e946247dcb4957976c81250a0c470d1123.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "78ffc19f212ccdd95f7d5367963db3e946247dcb4957976c81250a0c470d1123",
      "source_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "No provision authorizing a New York business corporation to convert into another entity type was located in the Business Corporation Law, the LLC Law or the Partnership Law.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Bus. Corp. Law § 901 (Art. 9 organic-transaction power: merger or consolidation; negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/BSC/901 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Business Corporation (BSC) CHAPTER 4, ARTICLE 9), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/78ffc19f212ccdd95f7d5367963db3e946247dcb4957976c81250a0c470d1123.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "78ffc19f212ccdd95f7d5367963db3e946247dcb4957976c81250a0c470d1123",
      "source_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "The Business Corporation Law has no procedure for a foreign corporation to domesticate or transfer into New York as a domestic corporation; a full-text search of all 250 sections found none.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Bus. Corp. Law § 1309 (foreign corporation's change of jurisdiction under other laws - not a New York domestication; negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/BSC/1309 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Business Corporation (BSC) CHAPTER 4, ARTICLE 13), section-text block",
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    "structuring:pp-conversion-domestication#NY.corp.domestication_outbound": {
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      "display": "The Business Corporation Law has no procedure for a New York corporation to domesticate or transfer into another jurisdiction; a full-text search of all 250 sections found none.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Bus. Corp. Law § 1309 (foreign corporation's change of jurisdiction under other laws - not a New York domestication; negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/BSC/1309 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Business Corporation (BSC) CHAPTER 4, ARTICLE 13), section-text block",
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      "source_url": "https://www.nysenate.gov/legislation/laws/BSC/1309",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#NY.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "The Business Corporation Law provides no conversion into a New York business corporation, so no eligible source entity types are stated.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Bus. Corp. Law § 901 (negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/BSC/901 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Business Corporation (BSC) CHAPTER 4, ARTICLE 9), section-text block",
      "public_reason": null,
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      "source_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "The Business Corporation Law provides no conversion of a New York business corporation, so no eligible target entity types are stated.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Bus. Corp. Law § 901 (negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/BSC/901 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Business Corporation (BSC) CHAPTER 4, ARTICLE 9), section-text block",
      "public_reason": null,
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      "source_class": "S1",
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      "source_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "With no conversion or domestication procedure in the Business Corporation Law, no filing fee for such a transaction was located.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Bus. Corp. Law § 901 (negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/BSC/901 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Business Corporation (BSC) CHAPTER 4, ARTICLE 9), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
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      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "With no conversion or domestication procedure in the Business Corporation Law, no filing instrument for such a transaction was located.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Bus. Corp. Law § 901 (negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/BSC/901 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Business Corporation (BSC) CHAPTER 4, ARTICLE 9), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
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      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "With no conversion or domestication procedure in the Business Corporation Law, no requirement that another jurisdiction's law permit such a transaction is stated.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Bus. Corp. Law § 901 (negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/BSC/901 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Business Corporation (BSC) CHAPTER 4, ARTICLE 9), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
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      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "BCL § 1309 uses 'change of jurisdiction' only for an authorized foreign corporation whose jurisdiction of incorporation changed under other laws; no domestication, redomestication or reincorporation term appears.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Bus. Corp. Law § 1309(a)(2) - https://www.nysenate.gov/legislation/laws/BSC/1309 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Business Corporation (BSC) CHAPTER 4, ARTICLE 13), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) The jurisdiction of its incorporation. If the jurisdiction of its incorporation has been changed, a statement that the change of jurisdiction has been effected under laws permitting such a change to occur, citing such laws, and including the date the change in jurisdiction was so effected; and a statement that annexed to this certificate of amendment of application for authority is the certificate required by paragraph (b) of this section.",
      "readiness": "ready",
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      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://www.nysenate.gov/legislation/laws/BSC/1309",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "With no conversion or domestication procedure in the Business Corporation Law, no tax-clearance condition for such a transaction is stated.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Bus. Corp. Law § 901 (negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/BSC/901 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Business Corporation (BSC) CHAPTER 4, ARTICLE 9), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
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      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/78ffc19f212ccdd95f7d5367963db3e946247dcb4957976c81250a0c470d1123.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "78ffc19f212ccdd95f7d5367963db3e946247dcb4957976c81250a0c470d1123",
      "source_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "LLC Law § 1006(c): a partnership's conversion needs all partners (or a lesser agreed share); a limited partnership's needs the general partners' agreed vote (else all) and a majority in interest of each limited-partner class.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law § 1006(c) - https://www.nysenate.gov/legislation/laws/LLC/1006 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2015-12-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 10), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) Subject to any requirements in the partnership agreement requiring approval by any lesser percentage in interest of partners, an agreement of conversion setting forth the terms and conditions of a conversion of a partnership to a limited liability company must be approved by all of the partners of the partnership. Subject to any requirement in the partnership agreement requiring approval by any greater or lesser percentage in interest of limited partners, which shall not be less than a majority in interest, the terms and conditions of a conversion of a limited partnership to a limited liability company must be approved (i) by such a vote of general partners as shall be required by the partnership agreement, or, if no provision is made, by all general partners, and (ii) by limited partners representing at least a majority in interest of each class of limited partners. The agreement of conversion shall be submitted to the general partners and limited partners of a limited partnership at a regular or special meeting called on twenty days notice or such other notice as the partnership agreement may provide. A dissenting limited partner shall have the rights provided in article eight-A of the partnership law and shall not be a member of the converted limited liability company. Notwithstanding authorization by the partners of a partnership or general partners or limited partners of a limited partnership, the conversion to a limited liability company may be abandoned pursuant to a provision for such abandonment, if any, contained in the agreement of conversion.",
      "readiness": "ready",
      "reason_code": null,
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      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#NY.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "N.Y. Ltd. Liab. Co. Law § 1006(h) - https://www.nysenate.gov/legislation/laws/LLC/1006 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2015-12-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 10), section-text block",
          "quote": "(h) A partner or, in the case of a limited partnership, a general partner who becomes a member of a limited liability company as a result of a conversion, remains liable as a partner or general partner, as the case may be, for any debt, obligation, liability and penalty incurred by the partnership or limited partnership before the conversion takes effect. A limited partner who becomes a member as a result of a conversion remains liable only as a limited partner for a debt, obligation, liability or penalty incurred by the limited partnership before the conversion takes effect. The partner's, general partner's or limited partner's liability, if any, for a debt, obligation, liability or penalty incurred by the limited liability company after the conversion takes effect is that of a member as provided in this chapter.",
          "role": "partner liability continuation on conversion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b.html",
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        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "LLC Law § 1007: a converted partnership or limited partnership is the same entity; property stays vested, debts and liabilities continue, pending proceedings continue, and partners continue as members as agreed.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law § 1007(a)-(b) - https://www.nysenate.gov/legislation/laws/LLC/1007 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 10), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A partnership or limited partnership that has been converted pursuant to this chapter is for all purposes the same entity that existed before the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
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      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/1007",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "A partnership or a New York limited partnership may convert into a New York LLC under LLC Law § 1006, on partner approval, an agreement of conversion, a filed certificate of conversion and § 206 publication.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law § 1006(b) (with § 1006(a), (c)-(g), (i)) - https://www.nysenate.gov/legislation/laws/LLC/1006 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2015-12-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 10), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) A partnership or limited partnership may be converted to a limited liability company pursuant to this section.",
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    "structuring:pp-conversion-domestication#NY.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "No provision authorizing a New York LLC to convert into another entity type was located; the LLC Law's conversion sections (§§ 1006-1007) cover only partnerships and limited partnerships converting into LLCs.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law § 1006 (cited as the Law's conversion section; negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/LLC/1006 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2015-12-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 10), section-text block",
      "public_reason": null,
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      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
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    },
    "structuring:pp-conversion-domestication#NY.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "The LLC Law has no procedure for a foreign LLC to domesticate, transfer or continue into New York as a domestic LLC; a full-text search of all 124 sections found no such provision.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law § 102(k), (m) (definitions of foreign and domestic LLC; negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/LLC/102 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2026-09-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 1), section-text block",
      "public_reason": null,
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      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/102",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#NY.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "The LLC Law has no procedure for a New York LLC to domesticate, transfer or continue into another jurisdiction; a full-text search of all 124 sections found no such provision.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law § 102(k), (m) (definitions of foreign and domestic LLC; negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/LLC/102 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2026-09-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 1), section-text block",
      "public_reason": null,
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      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/102",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "N.Y. P'ship Law § 10(1)-(2) - https://www.nysenate.gov/legislation/laws/PTR/10 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Partnership (PTR) CHAPTER 39, ARTICLE 2), section-text block",
          "quote": "1. A partnership is an association of two or more persons to carry on as co-owners a business for profit and includes for all purposes of the laws of this state, a registered limited liability partnership. 2. But any association formed under any other statute of this state, or any statute adopted by authority, other than the authority of this state, is not a partnership under this chapter, unless such association would have been a partnership in this state prior to the adoption of this chapter; but this chapter shall apply to limited partnerships except in so far as the statutes relating to such partnerships are inconsistent herewith.",
          "role": "definition of \"partnership\" incorporated by LLC Law § 1006(a)",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/06a21e07d5e4fdb1f3e91f9bc35b6fb898d5ab9a837a8b3ce6e00a4f855daf9a.html",
          "source_sha256": "06a21e07d5e4fdb1f3e91f9bc35b6fb898d5ab9a837a8b3ce6e00a4f855daf9a",
          "source_url": "https://www.nysenate.gov/legislation/laws/PTR/10"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Under LLC Law § 1006, a partnership (Partnership Law Art. 2 meaning, which includes a registered limited liability partnership) or a limited partnership formed under New York law may convert into an LLC.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law § 1006(a)-(b) - https://www.nysenate.gov/legislation/laws/LLC/1006 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2015-12-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 10), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) A partnership or limited partnership may be converted to a limited liability company pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b",
      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "No provision lets a New York LLC convert into another entity type, so no eligible target types are stated; LLC Law §§ 1006-1007 run only into LLCs.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law § 1006 (cited as the Law's conversion section; negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/LLC/1006 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2015-12-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 10), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b",
      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "The filing fee for a certificate of conversion is set by LLC Law § 1101(r); the certificate-of-publication fee is set by § 1101(s).",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law § 1101(r), (s) - https://www.nysenate.gov/legislation/laws/LLC/1101 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2015-04-24)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 11), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(r) For filing a certificate of conversion pursuant to section one thousand six of this chapter",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/992ed96da4d60736379086f3961a5b84f1875263b4fb12ad93ffc9c70bc57d97.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "992ed96da4d60736379086f3961a5b84f1875263b4fb12ad93ffc9c70bc57d97",
      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/1101",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "An agreement of conversion approved by the partners, and a signed certificate of conversion filed with the Department of State under LLC Law § 1006(e), with § 206 publication.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law § 1006(e) (agreement of conversion: § 1006(c)) - https://www.nysenate.gov/legislation/laws/LLC/1006 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2015-12-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 10), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(e) In connection with any conversion approved under subdivision (c) of this section, the partnership or limited partnership shall file with the department of state a signed certificate entitled \"Certificate of Conversion of ... (name partnership or limited partnership) to ... (name of limited liability company) under section one thousand six of the Limited Liability Company Law\" and shall also satisfy the publication requirements of section two hundred six of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b",
      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "LLC Law §§ 1006-1007 state no requirement that another jurisdiction's law permit a conversion, and the LLC Law has no domestication provision.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law §§ 1006-1007 (negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/LLC/1006 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2015-12-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 10), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b",
      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "The LLC Law uses no redomiciliation term (domestication, redomestication, transfer or change of domicile or jurisdiction, continuance or similar) in any of its 124 sections.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law § 102 (Definitions; negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/LLC/102 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2026-09-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 1), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/236c43cccf5db4bf73dbd1e9e20f2d852001c42a2dbe54303633c87add4a0ee2.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "236c43cccf5db4bf73dbd1e9e20f2d852001c42a2dbe54303633c87add4a0ee2",
      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/102",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "LLC Law §§ 1006-1007 state no tax-clearance, good-standing or tax-payment condition for a conversion, and the LLC Law has no domestication provision.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law §§ 1006-1007 (negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/LLC/1006 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2015-12-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 10), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b",
      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "LLC Law § 1006(c): a limited partnership's conversion terms need the general partners' vote set by the partnership agreement (else all) and limited partners holding at least a majority in interest of each class.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law § 1006(c) - https://www.nysenate.gov/legislation/laws/LLC/1006 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2015-12-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 10), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) Subject to any requirements in the partnership agreement requiring approval by any lesser percentage in interest of partners, an agreement of conversion setting forth the terms and conditions of a conversion of a partnership to a limited liability company must be approved by all of the partners of the partnership. Subject to any requirement in the partnership agreement requiring approval by any greater or lesser percentage in interest of limited partners, which shall not be less than a majority in interest, the terms and conditions of a conversion of a limited partnership to a limited liability company must be approved (i) by such a vote of general partners as shall be required by the partnership agreement, or, if no provision is made, by all general partners, and (ii) by limited partners representing at least a majority in interest of each class of limited partners. The agreement of conversion shall be submitted to the general partners and limited partners of a limited partnership at a regular or special meeting called on twenty days notice or such other notice as the partnership agreement may provide. A dissenting limited partner shall have the rights provided in article eight-A of the partnership law and shall not be a member of the converted limited liability company. Notwithstanding authorization by the partners of a partnership or general partners or limited partners of a limited partnership, the conversion to a limited liability company may be abandoned pursuant to a provision for such abandonment, if any, contained in the agreement of conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b",
      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.lp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "N.Y. Ltd. Liab. Co. Law § 1006(h) - https://www.nysenate.gov/legislation/laws/LLC/1006 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2015-12-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 10), section-text block",
          "quote": "(h) A partner or, in the case of a limited partnership, a general partner who becomes a member of a limited liability company as a result of a conversion, remains liable as a partner or general partner, as the case may be, for any debt, obligation, liability and penalty incurred by the partnership or limited partnership before the conversion takes effect. A limited partner who becomes a member as a result of a conversion remains liable only as a limited partner for a debt, obligation, liability or penalty incurred by the limited partnership before the conversion takes effect. The partner's, general partner's or limited partner's liability, if any, for a debt, obligation, liability or penalty incurred by the limited liability company after the conversion takes effect is that of a member as provided in this chapter.",
          "role": "partner liability continuation on conversion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b.html",
          "source_sha256": "16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b",
          "source_url": "https://www.nysenate.gov/legislation/laws/LLC/1006"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "LLC Law § 1007: a converted limited partnership is the same entity; its property stays vested, liabilities and pending proceedings continue, and partners continue as members as agreed.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law § 1007(a)-(b) - https://www.nysenate.gov/legislation/laws/LLC/1007 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 10), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A partnership or limited partnership that has been converted pursuant to this chapter is for all purposes the same entity that existed before the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/940d4b3136d911002a05f0b87bf9d955ab2e0a9aea0e0e85d429ac0616183998.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "940d4b3136d911002a05f0b87bf9d955ab2e0a9aea0e0e85d429ac0616183998",
      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/1007",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "No provision authorizing another entity type to convert into a New York limited partnership was located in the Partnership Law, the LLC Law or the Business Corporation Law.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. P'ship Law § 121-101(h) (definition of limited partnership; negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/PTR/121-101 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Partnership (PTR) CHAPTER 39, ARTICLE 8-A), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/3d6c1d7fe951d3ad5d6c40929089a515301b9674eb344181e47164a254c9a454.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3d6c1d7fe951d3ad5d6c40929089a515301b9674eb344181e47164a254c9a454",
      "source_url": "https://www.nysenate.gov/legislation/laws/PTR/121-101",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "A New York limited partnership may convert into a New York LLC under LLC Law § 1006 (the Partnership Law has no conversion section), with partner approval, a certificate of conversion and cancellation of its certificate.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law § 1006(b) (with § 1006(a), (c)-(g), (i)) - https://www.nysenate.gov/legislation/laws/LLC/1006 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2015-12-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 10), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) A partnership or limited partnership may be converted to a limited liability company pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b",
      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "The Partnership Law (incl. Art. 8-A) has no procedure for a foreign limited partnership to domesticate or transfer into New York; a full-text search of all 165 sections found none.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. P'ship Law § 121-101(e), (h) (foreign and domestic limited partnership definitions; negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/PTR/121-101 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Partnership (PTR) CHAPTER 39, ARTICLE 8-A), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/3d6c1d7fe951d3ad5d6c40929089a515301b9674eb344181e47164a254c9a454.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3d6c1d7fe951d3ad5d6c40929089a515301b9674eb344181e47164a254c9a454",
      "source_url": "https://www.nysenate.gov/legislation/laws/PTR/121-101",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "The Partnership Law (incl. Art. 8-A) has no procedure for a New York limited partnership to domesticate or transfer into another jurisdiction; a full-text search of all 165 sections found none.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. P'ship Law § 121-101(e), (h) (foreign and domestic limited partnership definitions; negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/PTR/121-101 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Partnership (PTR) CHAPTER 39, ARTICLE 8-A), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/3d6c1d7fe951d3ad5d6c40929089a515301b9674eb344181e47164a254c9a454.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3d6c1d7fe951d3ad5d6c40929089a515301b9674eb344181e47164a254c9a454",
      "source_url": "https://www.nysenate.gov/legislation/laws/PTR/121-101",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "No provision lets another entity type convert into a New York limited partnership, so no eligible source entity types are stated.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. P'ship Law § 121-101(h) (negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/PTR/121-101 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Partnership (PTR) CHAPTER 39, ARTICLE 8-A), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/3d6c1d7fe951d3ad5d6c40929089a515301b9674eb344181e47164a254c9a454.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3d6c1d7fe951d3ad5d6c40929089a515301b9674eb344181e47164a254c9a454",
      "source_url": "https://www.nysenate.gov/legislation/laws/PTR/121-101",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "N.Y. Ltd. Liab. Co. Law § 102(m) - https://www.nysenate.gov/legislation/laws/LLC/102 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2026-09-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 1), section-text block",
          "quote": "(m) \"Limited liability company\" and \"domestic limited liability company\" mean, unless the context otherwise requires, an unincorporated organization of one or more persons having limited liability for the contractual obligations and other liabilities of the business (except as authorized or provided in section six hundred nine or twelve hundred five of this chapter), other than a partnership or trust, formed and existing under this chapter and the laws of this state.",
          "role": "definition of the target entity type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/236c43cccf5db4bf73dbd1e9e20f2d852001c42a2dbe54303633c87add4a0ee2.html",
          "source_sha256": "236c43cccf5db4bf73dbd1e9e20f2d852001c42a2dbe54303633c87add4a0ee2",
          "source_url": "https://www.nysenate.gov/legislation/laws/LLC/102"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Under LLC Law § 1006(b), a New York limited partnership may convert into a limited liability company, which LLC Law § 102(m) defines as one formed and existing under that chapter and New York law.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law § 1006(b) - https://www.nysenate.gov/legislation/laws/LLC/1006 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2015-12-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 10), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) A partnership or limited partnership may be converted to a limited liability company pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b",
      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.lp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "N.Y. P'ship Law § 121-1300(h) - https://www.nysenate.gov/legislation/laws/PTR/121-1300 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Partnership (PTR) CHAPTER 39, ARTICLE 8-A), section-text block",
          "quote": "(h) For filing a certificate of cancellation pursuant to section 121-203 of this article",
          "role": "fee for the certificate of cancellation required by LLC Law § 1006(f)",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/81558d351c6c8245d0b5e8d661e78ad3fa829610f6c20ebce84ec51d6d78ea04.html",
          "source_sha256": "81558d351c6c8245d0b5e8d661e78ad3fa829610f6c20ebce84ec51d6d78ea04",
          "source_url": "https://www.nysenate.gov/legislation/laws/PTR/121-1300"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "Fees: certificate of conversion, LLC Law § 1101(r); certificate of publication, LLC Law § 1101(s); certificate of cancellation, Partnership Law § 121-1300(h).",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law § 1101(r), (s) - https://www.nysenate.gov/legislation/laws/LLC/1101 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2015-04-24)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 11), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(r) For filing a certificate of conversion pursuant to section one thousand six of this chapter",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/992ed96da4d60736379086f3961a5b84f1875263b4fb12ad93ffc9c70bc57d97.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "992ed96da4d60736379086f3961a5b84f1875263b4fb12ad93ffc9c70bc57d97",
      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/1101",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "N.Y. P'ship Law § 121-203(a) - https://www.nysenate.gov/legislation/laws/PTR/121-203 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Partnership (PTR) CHAPTER 39, ARTICLE 8-A), section-text block",
          "quote": "(a) Within ninety days following the dissolution and the commencement of winding up of the limited partnership, or at any other time there are no limited partners, a certificate of cancellation shall be filed with the department of state entitled, \"Certificate of cancellation of... (name of limited partnership) under section 121-203 of the Revised Limited Partnership Act\" and executed in accordance with section 121-204 of this article. The certificate of cancellation shall set forth: (1) the name of the limited partnership; and if it has been changed, the name under which it was formed; (2) the date of filing of its certificate of limited partnership and each subsequent amendment thereto; (3) the event giving rise to the filing of the certificate; and (4) any other information the persons filing the certificate determine.",
          "role": "certificate of cancellation required by LLC Law § 1006(f)",
          "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/58904406e5e8b6acd3e1b01376554e2fa23ab635f5bd38cca1b9760f276f2e88.html",
          "source_sha256": "58904406e5e8b6acd3e1b01376554e2fa23ab635f5bd38cca1b9760f276f2e88",
          "source_url": "https://www.nysenate.gov/legislation/laws/PTR/121-203"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary_statute",
      "display": "An agreement of conversion, a certificate of conversion filed under LLC Law § 1006(e), and a certificate of cancellation of the limited partnership certificate under Partnership Law § 121-203 (§ 1006(f)).",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law § 1006(e)-(f) - https://www.nysenate.gov/legislation/laws/LLC/1006 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2015-12-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 10), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(e) In connection with any conversion approved under subdivision (c) of this section, the partnership or limited partnership shall file with the department of state a signed certificate entitled \"Certificate of Conversion of ... (name partnership or limited partnership) to ... (name of limited liability company) under section one thousand six of the Limited Liability Company Law\" and shall also satisfy the publication requirements of section two hundred six of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b",
      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "LLC Law §§ 1006-1007 state no requirement that another jurisdiction's law permit a limited partnership's conversion, and the Partnership Law has no domestication provision.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law §§ 1006-1007 (negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/LLC/1006 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2015-12-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 10), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b",
      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "The Partnership Law uses no redomiciliation term (domestication, redomestication, transfer or change of domicile or jurisdiction, or similar) in any of its 165 sections.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. P'ship Law § 121-101 (Definitions; negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/PTR/121-101 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2014-09-22)'; Partnership (PTR) CHAPTER 39, ARTICLE 8-A), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/3d6c1d7fe951d3ad5d6c40929089a515301b9674eb344181e47164a254c9a454.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3d6c1d7fe951d3ad5d6c40929089a515301b9674eb344181e47164a254c9a454",
      "source_url": "https://www.nysenate.gov/legislation/laws/PTR/121-101",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#NY.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_search_anchor",
      "display": "LLC Law §§ 1006-1007 and Partnership Law § 121-203 state no tax-clearance, good-standing or tax-payment condition for a limited partnership's conversion.",
      "fetch_event_id": null,
      "pinpoint": "N.Y. Ltd. Liab. Co. Law §§ 1006-1007; N.Y. P'ship Law § 121-203 (negative finding - see negative_evidence) - https://www.nysenate.gov/legislation/laws/LLC/1006 (nysenate.gov Open Legislation section page, 'Viewing most recent revision (from 2015-12-04)'; Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 10), section-text block",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/NY/snapshots/c50/NY/16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "16ef143f47ed24f3f01df05c848b6af4c0a1b0995b05c12d1c60ef1913cc9b6b",
      "source_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "Directors approve, shareholders adopt after notice, and the default threshold is at least two-thirds of voting power, subject to the stated article and class-vote rules.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1701.792(D)-(F)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(D) The directors of the domestic converting corporation must approve the declaration of conversion to effect the conversion, and the declaration of conversion must be adopted by the shareholders of the domestic converting corporation, at a meeting held for the purpose. (E) Notice of each meeting of shareholders of a domestic converting corporation at which a declaration of conversion is to be submitted shall be given to all shareholders of that corporation, whether or not they are entitled to vote, and shall be accompanied by a copy or a summary of the material provisions of the declaration of conversion. (F) The vote required to adopt a declaration of conversion at a meeting of the shareholders of a domestic converting corporation is the affirmative vote of the holders of shares of that corporation entitling them to exercise at least two-thirds of the voting power of the corporation on the proposal or a different proportion as provided in the articles, but not less than a majority, or, if the conversion is to a foreign corporation, a different proportion as the articles provide for a merger or consolidation, and the affirmative vote of the holders of shares of any particular class as required by the articles of the converting corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1701-corp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2d4caa7237e648d788cfdb10d9586741b645b7ca0d75a2807aaf3e42c40f1f51",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "The converting entity continues in the converted entity; assets, powers, obligations, creditor rights, and liens continue without further act or deed.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1701.821(A)(1)-(4)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) Upon a conversion becoming effective, all of the following apply: (1) The converting entity is continued in the converted entity. (2) The converted entity exists, and the converting entity ceases to exist. (3) The converted entity possesses both of the following, and both of the following continue in the converted entity without any further act or deed: (a) Except to the extent limited by the requirements of applicable law, both of the following: (i) All assets and property of every description of the converting entity and every interest in the assets and property of the converted entity, wherever the assets, property, and interests are located. Title to any real estate or any interest in real estate that was vested in the converting entity does not revert or in any way is impaired by reason of the conversion. (ii) The rights, privileges, immunities, powers, franchises, and authority, whether of a public or a private nature, of the converting entity. (b) All obligations belonging or due to the converting entity. (4) All the rights of creditors of the converting entity are preserved unimpaired, and all liens upon the property of the converting entity are preserved unimpaired. If a general partner of a converting partnership is not a general partner of the entity resulting from the conversion, then the former general partner has no liability for any obligation incurred after the conversion except to the extent that a former creditor of the converting partnership in which the former general partner was a general partner extends credit to the converted entity reasonably believing that the former general partner continues as a general partner of the converted entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1701-corp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2d4caa7237e648d788cfdb10d9586741b645b7ca0d75a2807aaf3e42c40f1f51",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "A domestic or foreign entity may convert into a domestic Ohio corporation when its governing law permits it.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1701.782(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) Subject to division (B)(2) of this section, pursuant to a written declaration of conversion as provided in this section, a domestic or foreign entity that is not a domestic corporation and is not a nonprofit corporation may be converted into a domestic corporation. The conversion also must be permitted by the chapter of the Revised Code or by the laws under which the converting entity will exist.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1701-corp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2d4caa7237e648d788cfdb10d9586741b645b7ca0d75a2807aaf3e42c40f1f51",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "A domestic Ohio corporation may convert to another domestic or foreign entity form when the receiving law permits it.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1701.792(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) Subject to division (B)(2) of this section, pursuant to a written declaration of conversion as provided in this section, a domestic corporation may be converted into a domestic or foreign entity other than a nonprofit corporation or a domestic corporation. The conversion also must be permitted by the chapter of the Revised Code or by the laws under which the converted entity will exist.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1701-corp.html",
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      "source_class": "S1",
      "source_sha256": "2d4caa7237e648d788cfdb10d9586741b645b7ca0d75a2807aaf3e42c40f1f51",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Ohio Rev. Code §1701.01(B)",
          "quote": "(B) \"Foreign corporation\" means a corporation for profit formed under the laws of another state, and \"foreign entity\" means an entity formed under the laws of another state.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1701-corp.html",
          "source_sha256": "2d4caa7237e648d788cfdb10d9586741b645b7ca0d75a2807aaf3e42c40f1f51",
          "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "A foreign corporation may become a domestic Ohio corporation through the statute's conversion procedure when its governing law permits.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1701.782(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) Subject to division (B)(2) of this section, pursuant to a written declaration of conversion as provided in this section, a domestic or foreign entity that is not a domestic corporation and is not a nonprofit corporation may be converted into a domestic corporation. The conversion also must be permitted by the chapter of the Revised Code or by the laws under which the converting entity will exist.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1701-corp.html",
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      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Ohio Rev. Code §1701.01(B)",
          "quote": "(B) \"Foreign corporation\" means a corporation for profit formed under the laws of another state, and \"foreign entity\" means an entity formed under the laws of another state.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1701-corp.html",
          "source_sha256": "2d4caa7237e648d788cfdb10d9586741b645b7ca0d75a2807aaf3e42c40f1f51",
          "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "A domestic Ohio corporation may become a foreign corporation through conversion when the receiving jurisdiction's law permits.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1701.792(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) Subject to division (B)(2) of this section, pursuant to a written declaration of conversion as provided in this section, a domestic corporation may be converted into a domestic or foreign entity other than a nonprofit corporation or a domestic corporation. The conversion also must be permitted by the chapter of the Revised Code or by the laws under which the converted entity will exist.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1701-corp.html",
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      "source_class": "S1",
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      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Ohio Rev. Code §1701.782(A)",
          "quote": "(A) Subject to division (B)(2) of this section, pursuant to a written declaration of conversion as provided in this section, a domestic or foreign entity that is not a domestic corporation and is not a nonprofit corporation may be converted into a domestic corporation. The conversion also must be permitted by the chapter of the Revised Code or by the laws under which the converting entity will exist.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1701-corp.html",
          "source_sha256": "2d4caa7237e648d788cfdb10d9586741b645b7ca0d75a2807aaf3e42c40f1f51",
          "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "Eligible inbound source types are the statute's listed domestic or foreign entity forms, subject to the target-form exclusions.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1701.01(EE)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(EE) \"Entity\" means any of the following: (1) A for profit corporation existing under the laws of this state or any other state; (2) Any of the following organizations existing under the laws of this state, the United States, or any other state: (a) A business trust or association; (b) A real estate investment trust; (c) A common law trust; (d) An unincorporated business or for profit organization, including a general or limited partnership; (e) A limited liability company; (f) A nonprofit corporation.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1701-corp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2d4caa7237e648d788cfdb10d9586741b645b7ca0d75a2807aaf3e42c40f1f51",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Ohio Rev. Code §1701.792(A)",
          "quote": "(A) Subject to division (B)(2) of this section, pursuant to a written declaration of conversion as provided in this section, a domestic corporation may be converted into a domestic or foreign entity other than a nonprofit corporation or a domestic corporation. The conversion also must be permitted by the chapter of the Revised Code or by the laws under which the converted entity will exist.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1701-corp.html",
          "source_sha256": "2d4caa7237e648d788cfdb10d9586741b645b7ca0d75a2807aaf3e42c40f1f51",
          "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "Eligible outbound target types are the statute's listed domestic or foreign entity forms, subject to the source-form exclusions.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1701.01(EE)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(EE) \"Entity\" means any of the following: (1) A for profit corporation existing under the laws of this state or any other state; (2) Any of the following organizations existing under the laws of this state, the United States, or any other state: (a) A business trust or association; (b) A real estate investment trust; (c) A common law trust; (d) An unincorporated business or for profit organization, including a general or limited partnership; (e) A limited liability company; (f) A nonprofit corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1701-corp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2d4caa7237e648d788cfdb10d9586741b645b7ca0d75a2807aaf3e42c40f1f51",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "The conversion filing fee is located at Ohio Rev. Code § 111.16(D); the fee amount is not included.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §111.16(D)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(D) For filing and recording a certificate of conversion, including a designation of agent, a certificate of merger, or a certificate of consolidation, ninety-nine dollars and, in the case of any new corporation resulting from a consolidation or any surviving corporation that has an increased number of shares authorized to be issued resulting from a merger, an additional sum computed in accordance with the schedule set forth in division (A)(2) of this section less a credit computed in the same manner for the number of shares previously authorized to be issued or represented in this state by each of the corporations for which a consolidation or merger is effected by the certificate;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-111-16-sos-fees.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f0f0b580f8408ebaa121bcd92c8190feff41642aaa8e30d6aa375d19395e287",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/section-111.16",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "The transaction uses a written declaration of conversion and a certificate of conversion filed with the Secretary of State.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1701.811(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) Upon the adoption of a declaration of conversion pursuant to section 1701.782 or 1701.792 of the Revised Code, or at a later time as authorized by the declaration of conversion, a certificate of conversion that is signed by an authorized representative of the converting entity shall be filed with the secretary of state. The certificate shall be on a form prescribed by the secretary of state and shall set forth only the information required by this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1701-corp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2d4caa7237e648d788cfdb10d9586741b645b7ca0d75a2807aaf3e42c40f1f51",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "Ohio Rev. Code §1701.782(A)",
          "quote": "(A) Subject to division (B)(2) of this section, pursuant to a written declaration of conversion as provided in this section, a domestic or foreign entity that is not a domestic corporation and is not a nonprofit corporation may be converted into a domestic corporation. The conversion also must be permitted by the chapter of the Revised Code or by the laws under which the converting entity will exist.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1701-corp.html",
          "source_sha256": "2d4caa7237e648d788cfdb10d9586741b645b7ca0d75a2807aaf3e42c40f1f51",
          "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "The other entity's governing chapter or jurisdictional law must permit the conversion.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1701.792(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) Subject to division (B)(2) of this section, pursuant to a written declaration of conversion as provided in this section, a domestic corporation may be converted into a domestic or foreign entity other than a nonprofit corporation or a domestic corporation. The conversion also must be permitted by the chapter of the Revised Code or by the laws under which the converted entity will exist.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1701-corp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2d4caa7237e648d788cfdb10d9586741b645b7ca0d75a2807aaf3e42c40f1f51",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.corp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "Ohio Rev. Code §1701.01(B)",
          "quote": "(B) \"Foreign corporation\" means a corporation for profit formed under the laws of another state, and \"foreign entity\" means an entity formed under the laws of another state.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1701-corp.html",
          "source_sha256": "2d4caa7237e648d788cfdb10d9586741b645b7ca0d75a2807aaf3e42c40f1f51",
          "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "Ohio uses the term “conversion” for the statutory procedure that can accomplish a same-form move into or out of Ohio.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1701.782(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) Subject to division (B)(2) of this section, pursuant to a written declaration of conversion as provided in this section, a domestic or foreign entity that is not a domestic corporation and is not a nonprofit corporation may be converted into a domestic corporation. The conversion also must be permitted by the chapter of the Revised Code or by the laws under which the converting entity will exist.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1701-corp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2d4caa7237e648d788cfdb10d9586741b645b7ca0d75a2807aaf3e42c40f1f51",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "A converting licensed domestic or foreign corporation must accompany its certificate with the tax and agency evidence referenced in the dissolution or foreign-license statutes.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1701.811(B)(4)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(4) If a foreign or domestic corporation licensed to transact business in this state is the converting entity, the certificate of conversion shall be accompanied by the affidavits, receipts, certificates, or other evidence required by division (H) of section 1701.86 of the Revised Code with respect to a converting domestic corporation, or by the affidavits, receipts, certificates, or other evidence required by division (C) or (D) of section 1703.17 of the Revised Code with respect to a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1701-corp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2d4caa7237e648d788cfdb10d9586741b645b7ca0d75a2807aaf3e42c40f1f51",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "All members of a converting LLC must consent; §1706.73 separately protects a member who would acquire personal liability.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1706.721(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) A declaration of conversion must be consented to by all the members of a converting limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1706-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "759a10d9b43a4ab71587b7e25df6973b4c98fb932f44909126bc9b52824b406f",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "Property, liabilities, proceedings, rights, and powers continue; an LLC result is the same continuing entity and keeps the original commencement date.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1706.723(A)(1)-(9)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) When a conversion takes effect, all of the following apply: (1) All property owned by the converting entity, or series thereof, remains vested in the converted entity. (2) All debts, obligations, or other liabilities of the converting entity, or series thereof, continue as debts, obligations, or other liabilities of the converted entity. (3) An action or proceeding pending by or against the converting entity, or series thereof, continues as if the conversion had not occurred. (4) Except as prohibited by law other than this chapter, all of the rights, privileges, immunities, powers, and purposes of the converting entity, or series thereof, remain vested in the converted entity. (5) Except as otherwise provided in the plan of conversion, the terms and conditions of the declaration of conversion take effect. (6) Except as otherwise agreed, for all purposes of the laws of this state, the converting entity, and any series thereof, shall not be required to wind up its affairs or pay its liabilities and distribute its assets, and the conversion shall not be deemed to constitute a dissolution of the converting entity, or series thereof. (7) For all purposes of the laws of this state, the rights, privileges, powers, and interests in property of the converting entity, and all series thereof, as well as the debts, liabilities, and duties of the converting entity, and all series thereof, shall not be deemed to have been assigned to the converted entity as a consequence of the conversion. (8) If the converted entity is a limited liability company, for all purposes of the laws of this state, the limited liability company shall be deemed to be the same entity as the converting entity, and the conversion shall constitute a continuation of the existence of the converting entity in the form of a limited liability company. (9) If the converted entity is a limited liability company, the existence of the limited liability company shall be deemed to have commenced on the date the converting entity commenced its existence in the jurisdiction in which the converting entity was first created, formed, organized, incorporated, or otherwise came into being.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1706-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "759a10d9b43a4ab71587b7e25df6973b4c98fb932f44909126bc9b52824b406f",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "A domestic or foreign entity may convert into a domestic Ohio LLC when its governing law permits it.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1706.72(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) An entity other than a limited liability company may convert to a limited liability company, and a limited liability company may convert to an entity other than a limited liability company pursuant to sections 1706.72 to 1706.723 of the Revised Code and a written declaration of conversion if all of the following apply: (1) The governing statute of the entity that is not a limited liability company authorizes the conversion; (2) The law of the jurisdiction governing the converting entity and the converted entity does not prohibit the conversion; (3) The converting entity and the converted entity comply with their respective governing statutes and organizational documents in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1706-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "759a10d9b43a4ab71587b7e25df6973b4c98fb932f44909126bc9b52824b406f",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "A domestic Ohio LLC may convert to another domestic or foreign entity form when the receiving law permits it.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1706.72(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) An entity other than a limited liability company may convert to a limited liability company, and a limited liability company may convert to an entity other than a limited liability company pursuant to sections 1706.72 to 1706.723 of the Revised Code and a written declaration of conversion if all of the following apply: (1) The governing statute of the entity that is not a limited liability company authorizes the conversion; (2) The law of the jurisdiction governing the converting entity and the converted entity does not prohibit the conversion; (3) The converting entity and the converted entity comply with their respective governing statutes and organizational documents in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1706-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "759a10d9b43a4ab71587b7e25df6973b4c98fb932f44909126bc9b52824b406f",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.llc.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Ohio Rev. Code §1706.01(N)",
          "quote": "(N) \"Limited liability company,\" except in the phrase \"foreign limited liability company,\" means an entity formed or existing under this chapter.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1706-llc.html",
          "source_sha256": "759a10d9b43a4ab71587b7e25df6973b4c98fb932f44909126bc9b52824b406f",
          "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "A foreign LLC may become a domestic Ohio LLC through the statute's conversion procedure when its governing law permits.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1706.72(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) An entity other than a limited liability company may convert to a limited liability company, and a limited liability company may convert to an entity other than a limited liability company pursuant to sections 1706.72 to 1706.723 of the Revised Code and a written declaration of conversion if all of the following apply: (1) The governing statute of the entity that is not a limited liability company authorizes the conversion; (2) The law of the jurisdiction governing the converting entity and the converted entity does not prohibit the conversion; (3) The converting entity and the converted entity comply with their respective governing statutes and organizational documents in effecting the conversion.",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1706-llc.html",
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      "source_class": "S1",
      "source_sha256": "759a10d9b43a4ab71587b7e25df6973b4c98fb932f44909126bc9b52824b406f",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Ohio Rev. Code §1706.01(N)",
          "quote": "(N) \"Limited liability company,\" except in the phrase \"foreign limited liability company,\" means an entity formed or existing under this chapter.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1706-llc.html",
          "source_sha256": "759a10d9b43a4ab71587b7e25df6973b4c98fb932f44909126bc9b52824b406f",
          "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706"
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      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "A domestic Ohio LLC may become a foreign LLC through conversion when the receiving jurisdiction's law permits.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1706.72(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) An entity other than a limited liability company may convert to a limited liability company, and a limited liability company may convert to an entity other than a limited liability company pursuant to sections 1706.72 to 1706.723 of the Revised Code and a written declaration of conversion if all of the following apply: (1) The governing statute of the entity that is not a limited liability company authorizes the conversion; (2) The law of the jurisdiction governing the converting entity and the converted entity does not prohibit the conversion; (3) The converting entity and the converted entity comply with their respective governing statutes and organizational documents in effecting the conversion.",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1706-llc.html",
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      "source_class": "S1",
      "source_sha256": "759a10d9b43a4ab71587b7e25df6973b4c98fb932f44909126bc9b52824b406f",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Ohio Rev. Code §1706.72(A)",
          "quote": "(A) An entity other than a limited liability company may convert to a limited liability company, and a limited liability company may convert to an entity other than a limited liability company pursuant to sections 1706.72 to 1706.723 of the Revised Code and a written declaration of conversion if all of the following apply: (1) The governing statute of the entity that is not a limited liability company authorizes the conversion; (2) The law of the jurisdiction governing the converting entity and the converted entity does not prohibit the conversion; (3) The converting entity and the converted entity comply with their respective governing statutes and organizational documents in effecting the conversion.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1706-llc.html",
          "source_sha256": "759a10d9b43a4ab71587b7e25df6973b4c98fb932f44909126bc9b52824b406f",
          "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706"
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      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "Eligible inbound source types are the statute's listed domestic or foreign entity forms, subject to the target-form exclusions.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1706.01(K)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(K) \"Entity\" means a general partnership, limited partnership, limited liability partnership, limited liability company, association, corporation, professional corporation, professional association, nonprofit corporation, business trust, real estate investment trust, common law trust, statutory trust, cooperative association, or any similar organization that has a governing statute, in each case, whether foreign or domestic.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1706-llc.html",
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      "source_class": "S1",
      "source_sha256": "759a10d9b43a4ab71587b7e25df6973b4c98fb932f44909126bc9b52824b406f",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Ohio Rev. Code §1706.72(A)",
          "quote": "(A) An entity other than a limited liability company may convert to a limited liability company, and a limited liability company may convert to an entity other than a limited liability company pursuant to sections 1706.72 to 1706.723 of the Revised Code and a written declaration of conversion if all of the following apply: (1) The governing statute of the entity that is not a limited liability company authorizes the conversion; (2) The law of the jurisdiction governing the converting entity and the converted entity does not prohibit the conversion; (3) The converting entity and the converted entity comply with their respective governing statutes and organizational documents in effecting the conversion.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1706-llc.html",
          "source_sha256": "759a10d9b43a4ab71587b7e25df6973b4c98fb932f44909126bc9b52824b406f",
          "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "Eligible outbound target types are the statute's listed domestic or foreign entity forms, subject to the source-form exclusions.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1706.01(K)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(K) \"Entity\" means a general partnership, limited partnership, limited liability partnership, limited liability company, association, corporation, professional corporation, professional association, nonprofit corporation, business trust, real estate investment trust, common law trust, statutory trust, cooperative association, or any similar organization that has a governing statute, in each case, whether foreign or domestic.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1706-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "759a10d9b43a4ab71587b7e25df6973b4c98fb932f44909126bc9b52824b406f",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "The conversion filing fee is located at Ohio Rev. Code § 111.16(D); the fee amount is not included.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §111.16(D)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(D) For filing and recording a certificate of conversion, including a designation of agent, a certificate of merger, or a certificate of consolidation, ninety-nine dollars and, in the case of any new corporation resulting from a consolidation or any surviving corporation that has an increased number of shares authorized to be issued resulting from a merger, an additional sum computed in accordance with the schedule set forth in division (A)(2) of this section less a credit computed in the same manner for the number of shares previously authorized to be issued or represented in this state by each of the corporations for which a consolidation or merger is effected by the certificate;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-111-16-sos-fees.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f0f0b580f8408ebaa121bcd92c8190feff41642aaa8e30d6aa375d19395e287",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/section-111.16",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "The parties use a written declaration; an outbound LLC files a certificate, while an inbound LLC files articles of organization containing conversion statements.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1706.722(A)(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) After a declaration of conversion is approved, both of the following apply: (1) A converting limited liability company shall deliver to the secretary of state for filing a certificate of conversion. The certificate of conversion shall be signed as provided in division (A) of section 1706.17 of the Revised Code and shall include all of the following: (a) A statement that the converting limited liability company has been converted into the converted entity; (b) The name and form of the converted entity and the jurisdiction of its governing statute; (c) The date the conversion is effective under the governing statute of the converted entity; (d) A statement that the conversion was approved as required by this chapter; (e) A statement that the conversion was approved as required by the governing statute of the converted entity; (f) If the converted entity is a foreign entity not authorized to transact business in this state, the street address of its statutory agent for the purposes of division (B) of section 1706.723 of the Revised Code. (2) If the converted entity is a limited liability company, the converting entity shall deliver to the secretary of state for filing articles of organization which shall include, in addition to the information required by division (A) of section 1706.16 of the Revised Code, all of the following: (a) A statement that the converted entity was converted from the converting entity; (b) The name and form of the converting entity and the jurisdiction of the converting entity's governing statute; (c) A statement that the conversion was approved as required by the governing statute of the converting entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1706-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "759a10d9b43a4ab71587b7e25df6973b4c98fb932f44909126bc9b52824b406f",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "The non-LLC governing statute must authorize the conversion, neither governing jurisdiction may prohibit it, and both entities must comply with governing law.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1706.72(A)(1)-(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) An entity other than a limited liability company may convert to a limited liability company, and a limited liability company may convert to an entity other than a limited liability company pursuant to sections 1706.72 to 1706.723 of the Revised Code and a written declaration of conversion if all of the following apply: (1) The governing statute of the entity that is not a limited liability company authorizes the conversion; (2) The law of the jurisdiction governing the converting entity and the converted entity does not prohibit the conversion; (3) The converting entity and the converted entity comply with their respective governing statutes and organizational documents in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1706-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "759a10d9b43a4ab71587b7e25df6973b4c98fb932f44909126bc9b52824b406f",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.llc.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "Ohio Rev. Code §1706.01(N)",
          "quote": "(N) \"Limited liability company,\" except in the phrase \"foreign limited liability company,\" means an entity formed or existing under this chapter.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1706-llc.html",
          "source_sha256": "759a10d9b43a4ab71587b7e25df6973b4c98fb932f44909126bc9b52824b406f",
          "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "Ohio uses the term “conversion” for the statutory procedure that can accomplish a same-form move into or out of Ohio.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1706.72(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) An entity other than a limited liability company may convert to a limited liability company, and a limited liability company may convert to an entity other than a limited liability company pursuant to sections 1706.72 to 1706.723 of the Revised Code and a written declaration of conversion if all of the following apply: (1) The governing statute of the entity that is not a limited liability company authorizes the conversion; (2) The law of the jurisdiction governing the converting entity and the converted entity does not prohibit the conversion; (3) The converting entity and the converted entity comply with their respective governing statutes and organizational documents in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1706-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "759a10d9b43a4ab71587b7e25df6973b4c98fb932f44909126bc9b52824b406f",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "If the entity converting to an Ohio LLC is a licensed domestic or foreign corporation, the certificate must include the referenced tax and agency evidence.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1701.811(B)(4)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(4) If a foreign or domestic corporation licensed to transact business in this state is the converting entity, the certificate of conversion shall be accompanied by the affidavits, receipts, certificates, or other evidence required by division (H) of section 1701.86 of the Revised Code with respect to a converting domestic corporation, or by the affidavits, receipts, certificates, or other evidence required by division (C) or (D) of section 1703.17 of the Revised Code with respect to a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1701-corp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2d4caa7237e648d788cfdb10d9586741b645b7ca0d75a2807aaf3e42c40f1f51",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "General partners and, unless the agreement provides otherwise, limited partners adopt after notice; general-partner approval is unanimous unless the agreement changes the threshold.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1782.439(D)-(F)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(D) The general partners of the converting domestic limited partnership and, unless otherwise provided in writing in the agreement of limited partnership, the limited partners of the converting domestic limited partnership must adopt the declaration of conversion in order to effect the conversion. Notwithstanding that the limited partners of a converting domestic limited partnership are not required to vote on a conversion, the declaration of conversion also must be adopted by the limited partners if the declaration of conversion makes any change to the partnership agreement then in effect or to the documents governing the organization of the converted entity, or authorizes any action that, if it were made or authorized apart from the conversion, would require such approval or adoption. (E)(1) All partners, whether or not they are entitled to vote or act, shall be given written notice of any meeting of limited partners of a converting domestic limited partnership or of any proposed action by limited partners of a converting domestic limited partnership, which meeting or action is to adopt a declaration of conversion. The notice shall be given to the partners either as provided in writing in the limited partnership agreement or by mail at the partners' addresses as they appear on the records of the limited partnership, or in person. Unless the limited partnership agreement provides a shorter or longer period, notice shall be given not less than seven and not more than sixty days before the meeting or the effective date of the action. (2) The notice described in division (E)(1) of this section shall be accompanied by a copy or a summary of the material provisions of the declaration of conversion. (F) The unanimous vote or action of the general partners, or a different number or proportion as provided in writing in the partnership agreement, is required to adopt a declaration of conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1782-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c8d5efe2b39a7265facb2fe6ce77a657e4378ff3e985417be4ea6e56e172a084",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "The converting entity continues in the converted entity; assets, powers, obligations, creditor rights, and liens continue without further act or deed.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1782.4311(A)(1)-(4)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) Upon a conversion becoming effective, all of the following apply: (1) The converting entity is continued in the converted entity. (2) The converted entity exists, and the converting entity ceases to exist. (3) The converted entity possesses both of the following, and both of the following continue in the converted entity without any further act or deed: (a) Except to the extent limited by requirements of applicable law, both of the following: (i) All assets and property of every description of the converting entity and every interest in the assets and property of the converting entity, wherever the assets, property, and interests are located. Title to any real estate or any interest in real estate that was vested in the converting entity does not revert or in any way is impaired by reason of the conversion. (ii) The rights, privileges, immunities, powers, franchises, and authority, whether of a public or a private nature, of the converting entity. (b) All obligations belonging or due to the converting entity. (4) All the rights of creditors of the converting entity are preserved unimpaired, and all liens upon the property of the converting entity are preserved unimpaired. If a general partner of a converting partnership is not a general partner of the entity resulting from the conversion, then the former general partner has no liability for any obligation incurred after the conversion except to the extent that a former creditor of the converting partnership in which the former general partner was a general partner extends credit to the converted entity reasonably believing that the former general partner continues as a general partner of the converted entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1782-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c8d5efe2b39a7265facb2fe6ce77a657e4378ff3e985417be4ea6e56e172a084",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "A domestic or foreign entity may convert into a domestic Ohio limited partnership when its governing law permits it.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1782.438(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) Subject to division (B)(2) of this section, pursuant to a written declaration of conversion as provided in this section, a domestic or foreign entity other than a domestic limited partnership may be converted into a domestic limited partnership. The conversion also must be permitted by the chapter of the Revised Code or by the laws under which the converting entity exists.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1782-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c8d5efe2b39a7265facb2fe6ce77a657e4378ff3e985417be4ea6e56e172a084",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "A domestic Ohio limited partnership may convert to another domestic or foreign entity form when the receiving law permits it.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1782.439(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) Subject to division (B)(2) of this section, pursuant to a written declaration of conversion as provided in this section, a domestic limited partnership may be converted into a domestic or foreign entity other than a domestic limited partnership. The conversion also must be permitted by the chapter of the Revised Code or by the laws under which the converted entity will exist.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1782-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c8d5efe2b39a7265facb2fe6ce77a657e4378ff3e985417be4ea6e56e172a084",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Ohio Rev. Code §1782.01(E), (H)",
          "quote": "(E) \"Foreign limited partnership\" means a limited partnership formed under the laws of any state other than this state.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1782-lp.html",
          "source_sha256": "c8d5efe2b39a7265facb2fe6ce77a657e4378ff3e985417be4ea6e56e172a084",
          "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "A foreign limited partnership may become a domestic Ohio limited partnership through the statute's conversion procedure when its governing law permits.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1782.438(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) Subject to division (B)(2) of this section, pursuant to a written declaration of conversion as provided in this section, a domestic or foreign entity other than a domestic limited partnership may be converted into a domestic limited partnership. The conversion also must be permitted by the chapter of the Revised Code or by the laws under which the converting entity exists.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1782-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c8d5efe2b39a7265facb2fe6ce77a657e4378ff3e985417be4ea6e56e172a084",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Ohio Rev. Code §1782.01(E), (H)",
          "quote": "(E) \"Foreign limited partnership\" means a limited partnership formed under the laws of any state other than this state.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1782-lp.html",
          "source_sha256": "c8d5efe2b39a7265facb2fe6ce77a657e4378ff3e985417be4ea6e56e172a084",
          "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "A domestic Ohio limited partnership may become a foreign limited partnership through conversion when the receiving jurisdiction's law permits.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1782.439(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) Subject to division (B)(2) of this section, pursuant to a written declaration of conversion as provided in this section, a domestic limited partnership may be converted into a domestic or foreign entity other than a domestic limited partnership. The conversion also must be permitted by the chapter of the Revised Code or by the laws under which the converted entity will exist.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1782-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c8d5efe2b39a7265facb2fe6ce77a657e4378ff3e985417be4ea6e56e172a084",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Ohio Rev. Code §1782.438(A)",
          "quote": "(A) Subject to division (B)(2) of this section, pursuant to a written declaration of conversion as provided in this section, a domestic or foreign entity other than a domestic limited partnership may be converted into a domestic limited partnership. The conversion also must be permitted by the chapter of the Revised Code or by the laws under which the converting entity exists.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1782-lp.html",
          "source_sha256": "c8d5efe2b39a7265facb2fe6ce77a657e4378ff3e985417be4ea6e56e172a084",
          "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "Eligible inbound source types are the statute's listed domestic or foreign entity forms, subject to the target-form exclusions.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1782.01(C)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(C) \"Entity\" means any of the following: (1) A for profit corporation organized under the laws of this state or any other state; (2) Any of the following organizations existing under the laws of this state, the United States, or any other state: (a) A business trust or association; (b) A real estate investment trust; (c) A common law trust; (d) An unincorporated business or for profit organization, including a general or limited partnership; (e) A limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1782-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c8d5efe2b39a7265facb2fe6ce77a657e4378ff3e985417be4ea6e56e172a084",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Ohio Rev. Code §1782.439(A)",
          "quote": "(A) Subject to division (B)(2) of this section, pursuant to a written declaration of conversion as provided in this section, a domestic limited partnership may be converted into a domestic or foreign entity other than a domestic limited partnership. The conversion also must be permitted by the chapter of the Revised Code or by the laws under which the converted entity will exist.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1782-lp.html",
          "source_sha256": "c8d5efe2b39a7265facb2fe6ce77a657e4378ff3e985417be4ea6e56e172a084",
          "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "Eligible outbound target types are the statute's listed domestic or foreign entity forms, subject to the source-form exclusions.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1782.01(C)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(C) \"Entity\" means any of the following: (1) A for profit corporation organized under the laws of this state or any other state; (2) Any of the following organizations existing under the laws of this state, the United States, or any other state: (a) A business trust or association; (b) A real estate investment trust; (c) A common law trust; (d) An unincorporated business or for profit organization, including a general or limited partnership; (e) A limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1782-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c8d5efe2b39a7265facb2fe6ce77a657e4378ff3e985417be4ea6e56e172a084",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "The conversion filing fee is located at Ohio Rev. Code § 111.16(D); the fee amount is not included.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §111.16(D)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(D) For filing and recording a certificate of conversion, including a designation of agent, a certificate of merger, or a certificate of consolidation, ninety-nine dollars and, in the case of any new corporation resulting from a consolidation or any surviving corporation that has an increased number of shares authorized to be issued resulting from a merger, an additional sum computed in accordance with the schedule set forth in division (A)(2) of this section less a credit computed in the same manner for the number of shares previously authorized to be issued or represented in this state by each of the corporations for which a consolidation or merger is effected by the certificate;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-111-16-sos-fees.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7f0f0b580f8408ebaa121bcd92c8190feff41642aaa8e30d6aa375d19395e287",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/section-111.16",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "The transaction uses a written declaration and a filed certificate of conversion; an inbound LP declaration includes its certificate of limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1782.4310(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) Upon the adoption of a declaration of conversion pursuant to section 1782.438 or 1782.439 of the Revised Code, or at a later time as authorized by the declaration of conversion, a certificate of conversion that is signed by an authorized representative of the converting entity shall be filed with the secretary of state. The certificate shall be on a form prescribed by the secretary of state and shall set forth only the information required by this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1782-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c8d5efe2b39a7265facb2fe6ce77a657e4378ff3e985417be4ea6e56e172a084",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.lp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "Ohio Rev. Code §1782.438(A)",
          "quote": "(A) Subject to division (B)(2) of this section, pursuant to a written declaration of conversion as provided in this section, a domestic or foreign entity other than a domestic limited partnership may be converted into a domestic limited partnership. The conversion also must be permitted by the chapter of the Revised Code or by the laws under which the converting entity exists.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1782-lp.html",
          "source_sha256": "c8d5efe2b39a7265facb2fe6ce77a657e4378ff3e985417be4ea6e56e172a084",
          "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "The other entity's governing chapter or jurisdictional law must permit the conversion.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1782.439(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) Subject to division (B)(2) of this section, pursuant to a written declaration of conversion as provided in this section, a domestic limited partnership may be converted into a domestic or foreign entity other than a domestic limited partnership. The conversion also must be permitted by the chapter of the Revised Code or by the laws under which the converted entity will exist.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1782-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c8d5efe2b39a7265facb2fe6ce77a657e4378ff3e985417be4ea6e56e172a084",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.lp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "Ohio Rev. Code §1782.01(E), (H)",
          "quote": "(E) \"Foreign limited partnership\" means a limited partnership formed under the laws of any state other than this state.",
          "role": "primary statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1782-lp.html",
          "source_sha256": "c8d5efe2b39a7265facb2fe6ce77a657e4378ff3e985417be4ea6e56e172a084",
          "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "Ohio uses the term “conversion” for the statutory procedure that can accomplish a same-form move into or out of Ohio.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1782.438(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) Subject to division (B)(2) of this section, pursuant to a written declaration of conversion as provided in this section, a domestic or foreign entity other than a domestic limited partnership may be converted into a domestic limited partnership. The conversion also must be permitted by the chapter of the Revised Code or by the laws under which the converting entity exists.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1782-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c8d5efe2b39a7265facb2fe6ce77a657e4378ff3e985417be4ea6e56e172a084",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OH.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "If the entity converting to an Ohio LP is a licensed domestic or foreign corporation, the certificate must include the referenced tax and agency evidence.",
      "fetch_event_id": null,
      "pinpoint": "Ohio Rev. Code §1782.4310(B)(4)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(4) If a foreign or domestic corporation licensed to transact business in this state is the converting entity, the certificate of conversion shall be accompanied by the affidavits, receipts, certificates, or other evidence required by division (H) of section 1701.86 of the Revised Code with respect to a converting domestic corporation, or by the affidavits, receipts, certificates, or other evidence required by division (C) or (D) of section 1703.17 of the Revised Code with respect to a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OH/snapshots/oh-stat-chapter-1782-lp.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c8d5efe2b39a7265facb2fe6ce77a657e4378ff3e985417be4ea6e56e172a084",
      "source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "18 O.S. § 1090.5(I)",
          "quote": "I. No vote of shareholders of a corporation shall be necessary to authorize a conversion if no shares of the stock of the corporation shall have been issued before the adoption by the board of directors of the resolution approving the conversion.",
          "role": "no-issued-shares_exception",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf.html",
          "source_sha256": "e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf",
          "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553208"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "The board adopts and recommends the resolution; a majority of voting shares approves, with each future general partner separately consenting.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 1090.5(B), complete approval subsection",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "B. The board of directors of the corporation which desires to convert under this section shall adopt a resolution approving such conversion, specifying the type of entity into which the corporation shall be converted and recommending the approval of the conversion by the shareholders of the corporation. The resolution shall be submitted to the shareholders of the corporation at an annual or special meeting. Due notice of the time and purpose of the meeting shall be mailed to each holder of shares, whether voting or nonvoting, of the corporation at the address of the shareholder as it appears on the records of the corporation, at least twenty (20) days prior to the date of the meeting. At the meeting, the resolution shall be considered and a vote taken for its adoption or rejection. If a majority of the outstanding shares of stock of the corporation entitled to vote shall vote for the adoption of the resolution, the conversion shall be authorized provided that, if the corporation is converting to a partnership having one or more general partners, then in addition to such approval, authorization of the conversion shall require approval of each shareholder of the corporation who will become a general partner of such partnership as a result of the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553208",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "After conversion, the same entity continues; its property, rights, debts, liabilities, liens, and causes of action remain as stated.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 1090.5(H), complete effects subsection",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "H. When a corporation has converted to an entity under this section, the entity shall be deemed to be the same entity as the corporation. All of the rights, privileges and powers of the corporation that has converted, and all property, real, personal and mixed, and all debts due to the corporation, as well as all other things and causes of action belonging to the corporation, shall remain vested in the entity to which the corporation has converted and shall be the property of the entity, and the title to any real property vested by deed or otherwise in the corporation shall not revert or be in any way impaired by reason of the conversion; but all rights of creditors and all liens upon any property of the corporation shall be preserved unimpaired, and all debts, liabilities and duties of the corporation that has converted shall remain attached to the entity to which the corporation has converted, and may be enforced against it to the same extent as if the debts, liabilities and duties had originally been incurred or contracted by it in its capacity as the entity. The rights, privileges, powers and interest in property of the corporation that has converted, as well as the debts, liabilities and duties of the corporation, shall not be deemed, as a consequence of the conversion, to have been transferred to the entity to which the corporation has converted for any purpose of the laws of this state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553208",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "An entity within § 1090.4(A)'s defined class may convert to an Oklahoma corporation by the stated approval and simultaneous-filing procedure.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 1090.4(A)-(B)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. As used in this section, the term “entity” means a domestic or foreign partnership, whether general or limited and including a limited liability partnership and a limited liability limited partnership, a foreign corporation including a public benefit corporation, a domestic or foreign limited liability company including a public benefit limited liability company, and any unincorporated nonprofit or for-profit association, trust or enterprise having members or having outstanding shares of stock or other evidences of financial, beneficial or membership interest therein, whether formed by agreement or under statutory authority or otherwise and whether formed or organized under the laws of this state or the laws of any other jurisdiction.\n\nB. Any entity may convert to a domestic corporation by complying with subsection G of this section and filing in the office of the Secretary of State a certificate of conversion that has been executed in accordance with subsection H of this section and filed in accordance with Section 1007 of this title, to which shall be attached, a certificate of incorporation that has been prepared, executed and acknowledged in accordance with Section 1007 of this title. Each of the certificates required by this subsection shall be filed simultaneously in the office of the Secretary of State.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/e08db940986f79240575806082503f2f22889d29115fb3ba781811f35c62c6e6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e08db940986f79240575806082503f2f22889d29115fb3ba781811f35c62c6e6",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553203",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "An Oklahoma corporation may convert to a statutory “entity”; board and shareholder approval applies, with added consent for shareholders becoming general partners.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 1090.5(A)-(B), (J)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A domestic corporation may, upon the authorization of such conversion in accordance with this section, convert to an entity. As used in this section, the term “entity” means a domestic or foreign partnership, whether general or limited, and including a limited liability partnership and a limited liability limited partnership, a foreign corporation including a public benefit corporation, a domestic or foreign limited liability company including a public benefit limited liability company, and any unincorporated nonprofit or for-profit association, trust or enterprise having members or having outstanding shares of stock or other evidences of financial, beneficial or membership interest therein, whether formed by agreement or under statutory authority or otherwise and whether formed or organized under the laws of this state or the laws of any other jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553208",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "A foreign corporation may become an Oklahoma corporation through the procedure the statute calls conversion.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 1090.4(A)-(B), foreign-corporation same-type coverage",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. As used in this section, the term “entity” means a domestic or foreign partnership, whether general or limited and including a limited liability partnership and a limited liability limited partnership, a foreign corporation including a public benefit corporation, a domestic or foreign limited liability company including a public benefit limited liability company, and any unincorporated nonprofit or for-profit association, trust or enterprise having members or having outstanding shares of stock or other evidences of financial, beneficial or membership interest therein, whether formed by agreement or under statutory authority or otherwise and whether formed or organized under the laws of this state or the laws of any other jurisdiction.\n\nB. Any entity may convert to a domestic corporation by complying with subsection G of this section and filing in the office of the Secretary of State a certificate of conversion that has been executed in accordance with subsection H of this section and filed in accordance with Section 1007 of this title, to which shall be attached, a certificate of incorporation that has been prepared, executed and acknowledged in accordance with Section 1007 of this title. Each of the certificates required by this subsection shall be filed simultaneously in the office of the Secretary of State.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/e08db940986f79240575806082503f2f22889d29115fb3ba781811f35c62c6e6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e08db940986f79240575806082503f2f22889d29115fb3ba781811f35c62c6e6",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553203",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "An Oklahoma corporation may become a foreign corporation through the procedure the statute calls conversion.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 1090.5(A), foreign-corporation same-type coverage",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A domestic corporation may, upon the authorization of such conversion in accordance with this section, convert to an entity. As used in this section, the term “entity” means a domestic or foreign partnership, whether general or limited, and including a limited liability partnership and a limited liability limited partnership, a foreign corporation including a public benefit corporation, a domestic or foreign limited liability company including a public benefit limited liability company, and any unincorporated nonprofit or for-profit association, trust or enterprise having members or having outstanding shares of stock or other evidences of financial, beneficial or membership interest therein, whether formed by agreement or under statutory authority or otherwise and whether formed or organized under the laws of this state or the laws of any other jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553208",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "18 O.S. § 1090.4(B)",
          "quote": "B. Any entity may convert to a domestic corporation by complying with subsection G of this section and filing in the office of the Secretary of State a certificate of conversion that has been executed in accordance with subsection H of this section and filed in accordance with Section 1007 of this title, to which shall be attached, a certificate of incorporation that has been prepared, executed and acknowledged in accordance with Section 1007 of this title. Each of the certificates required by this subsection shall be filed simultaneously in the office of the Secretary of State.",
          "role": "authorization_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/e08db940986f79240575806082503f2f22889d29115fb3ba781811f35c62c6e6.html",
          "source_sha256": "e08db940986f79240575806082503f2f22889d29115fb3ba781811f35c62c6e6",
          "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553203"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "defined_eligibility_class",
      "display": "The inbound definition includes partnerships, foreign corporations, LLCs, and qualifying associations, trusts, or enterprises.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 1090.4(A), complete definition of “entity”",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. As used in this section, the term “entity” means a domestic or foreign partnership, whether general or limited and including a limited liability partnership and a limited liability limited partnership, a foreign corporation including a public benefit corporation, a domestic or foreign limited liability company including a public benefit limited liability company, and any unincorporated nonprofit or for-profit association, trust or enterprise having members or having outstanding shares of stock or other evidences of financial, beneficial or membership interest therein, whether formed by agreement or under statutory authority or otherwise and whether formed or organized under the laws of this state or the laws of any other jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/e08db940986f79240575806082503f2f22889d29115fb3ba781811f35c62c6e6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e08db940986f79240575806082503f2f22889d29115fb3ba781811f35c62c6e6",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553203",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "defined_eligibility_class",
      "display": "The outbound definition includes partnerships, foreign corporations, LLCs, and qualifying associations, trusts, or enterprises.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 1090.5(A), complete definition of “entity”",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A domestic corporation may, upon the authorization of such conversion in accordance with this section, convert to an entity. As used in this section, the term “entity” means a domestic or foreign partnership, whether general or limited, and including a limited liability partnership and a limited liability limited partnership, a foreign corporation including a public benefit corporation, a domestic or foreign limited liability company including a public benefit limited liability company, and any unincorporated nonprofit or for-profit association, trust or enterprise having members or having outstanding shares of stock or other evidences of financial, beneficial or membership interest therein, whether formed by agreement or under statutory authority or otherwise and whether formed or organized under the laws of this state or the laws of any other jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553208",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "official_fee_locator",
      "display": "The corporation conversion filing fee is located at 18 O.S. § 1142(A)(12).",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 1142(A)(12)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "12. For filing and issuing a certificate of conversion, whenever the resulting corporation is a domestic corporation, the minimum fee shall be One Hundred Dollars ($100.00); provided, however, if the certificate of incorporation of the resulting corporation authorizes capital stock in excess of Fifty Thousand Dollars ($50,000.00), the filing fee shall be an amount equal to one-tenth of one percent (1/10 of 1%) of such authorized capital. If the resulting domestic corporation is not for profit, it shall only be required to pay a fee of Fifty Dollars ($50.00);",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/40d5f3b2cdb173c6237707db2ebec782fddfb604634cc5e10abe80816bb30f45.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "40d5f3b2cdb173c6237707db2ebec782fddfb604634cc5e10abe80816bb30f45",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=67153",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "The corporation files a certificate of conversion when the destination act lacks a conversion notice or when conversion is to a foreign entity.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 1090.5(C), complete certificate requirement",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "C. If the corporation has converted in accordance with this section and the governing act of the domestic entity to which the corporation is converting does not provide for the filing of a conversion notice with the Secretary of State or the corporation is converting to a foreign entity, the corporation shall file with the Secretary of State a certificate of conversion executed in accordance with Section 1007 of this title which certifies:\n\n1. The name of the corporation and, if it has been changed, the name under which it was originally incorporated;\n\n2. The date of filing of its original certificate of incorporation with the Secretary of State;\n\n3. The name of the entity to which the corporation shall be converted, its jurisdiction of formation if a foreign entity, and the type of entity;\n\n4. That the conversion has been approved in accordance with the provisions of this section;\n\n5. The future effective date or time of the conversion to an entity, which shall be a date or time certain not later than ninety (90) days after the filing, if it is not to be effective upon the filing of the certificate of conversion;\n\n6. The agreement of the foreign entity that it may be served with process in this state in any action, suit or proceeding for enforcement of any obligation of the foreign entity arising while it was a domestic corporation and for enforcement of any obligation of such other entity arising from the conversion including any suit or other proceeding to enforce the right of any shareholders as determined in appraisal proceedings under Section 1091 of this title, and that it irrevocably appoints the Secretary of State as its agent to accept service of process in any such action, suit or proceeding;\n\n7. The address to which a copy of the process referred to in this subsection shall be mailed by the Secretary of State. In the event of such service upon the Secretary of State in accordance with the provisions of Section 2004 of Title 12 of the Oklahoma Statutes, the Secretary of State shall immediately notify such corporation that has converted out of this state by letter, certified mail, return receipt requested, directed to the corporation at the address specified unless the corporation shall have designated in writing to the Secretary of State a different address for this purpose, in which case it shall be mailed to the last address so designated. The notice shall include a copy of the process and any other papers served on the Secretary of State pursuant to the provisions of this subsection. It shall be the duty of the plaintiff in the event of such service to serve process and any other papers in duplicate, to notify the Secretary of State that service is being effected pursuant to the provisions of this subsection, and to pay the Secretary of State the fee provided for in paragraph 7 of subsection A of Section 1142 of this title, which fee shall be taxed as part of the costs in the proceeding. The Secretary of State shall maintain an alphabetical record of any such service setting forth the name of the plaintiff and the defendant, the title, docket number, and nature of the proceeding in which process has been served upon the Secretary of State, the fact that service has been effected pursuant to the provisions of this subsection, the return date thereof, and the date service was made. The Secretary of State shall not be required to retain such information longer than five (5) years from receipt of the service of process by the Secretary of State; and\n\n8. If the entity to which the corporation is converting was required to make a filing with the Secretary of State as a condition of its formation, the type and date of such filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553208",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "18 O.S. § 1090.5",
          "quote": null,
          "role": "negative_search_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf.html",
          "source_sha256": "e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf",
          "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553208"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "negative_full_text_search",
      "display": "No paired-jurisdiction authorization condition is stated in the captured corporation conversion sections.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/e08db940986f79240575806082503f2f22889d29115fb3ba781811f35c62c6e6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e08db940986f79240575806082503f2f22889d29115fb3ba781811f35c62c6e6",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553203",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "The same-type interstate move is authorized under the statutory term “conversion,” not a separate domestication article.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 1090.5(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A domestic corporation may, upon the authorization of such conversion in accordance with this section, convert to an entity. As used in this section, the term “entity” means a domestic or foreign partnership, whether general or limited, and including a limited liability partnership and a limited liability limited partnership, a foreign corporation including a public benefit corporation, a domestic or foreign limited liability company including a public benefit limited liability company, and any unincorporated nonprofit or for-profit association, trust or enterprise having members or having outstanding shares of stock or other evidences of financial, beneficial or membership interest therein, whether formed by agreement or under statutory authority or otherwise and whether formed or organized under the laws of this state or the laws of any other jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553208",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.corp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "18 O.S. § 1090.5",
          "quote": null,
          "role": "negative_search_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf.html",
          "source_sha256": "e68e2a3c26065f34e90eff5b6c913df6101fcdcfc540f24b58e6459be00962bf",
          "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553208"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "negative_full_text_search",
      "display": "No tax-clearance, tax-payment, or good-standing precondition is stated in the corporation conversion sections.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/e08db940986f79240575806082503f2f22889d29115fb3ba781811f35c62c6e6.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e08db940986f79240575806082503f2f22889d29115fb3ba781811f35c62c6e6",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553203",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "The operating agreement controls; otherwise its merger rule applies, then a majority-per-class fallback, plus unanimous consent from members gaining personal liability.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 2054.2(B)-(D), complete approval rules",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "B. If the operating agreement specifies the manner of authorizing a conversion of the limited liability company, the conversion shall be authorized as specified in the operating agreement.\n\nC. If the operating agreement does not specify the manner of authorizing a conversion of the limited liability company and does not prohibit a conversion of the limited liability company, the conversion shall be authorized in the same manner as is specified in the operating agreement for authorizing a merger or consolidation that involves the limited liability company as a constituent party to a merger or consolidation.\n\nD. If the operating agreement does not specify the manner of authorizing a conversion of the limited liability company or a merger or consolidation that involves the limited liability company as a constituent party and does not prohibit a conversion of the limited liability company, the conversion shall be authorized by the approval of a majority of the membership interest or, if there is more than one class or group of members, then by a majority of the membership interest in each class or group of members. Notwithstanding the foregoing, in addition to any other authorization required by this section, if the entity into which the limited liability company is to convert does not afford all of its interest holders protection against personal liability for the debts of the entity, the conversion must be authorized by any and all members who would be exposed to personal liability.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/bf12c56af121fd19805ad8e1b428e590cad91881d6670478103ce183ec78312c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bf12c56af121fd19805ad8e1b428e590cad91881d6670478103ce183ec78312c",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365005",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "After conversion, the same entity continues; its property, rights, debts, liabilities, liens, and causes of action remain as stated.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 2054.2(J), complete effects subsection",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "J. When a domestic limited liability company has converted to an entity under this section, the entity shall be deemed to be the same entity as the limited liability company. All of the rights, privileges and powers of the domestic limited liability company that has converted, and all property, real, personal and mixed, and all debts due to the limited liability company, as well as all other things and causes of action belonging to the limited liability company, shall remain vested in the entity to which the domestic limited liability company has converted and shall be the property of the entity, and the title to any real property vested by deed or otherwise in the domestic limited liability company shall not revert or be in any way impaired by reason of the conversion; but all rights of creditors and all liens upon any property of the limited liability company shall be preserved unimpaired, and all debts, liabilities and duties of the limited liability company that has converted shall remain attached to the entity to which the domestic limited liability company has converted, and may be enforced against it to the same extent as if the debts, liabilities and duties had originally been incurred or contracted by it in its capacity as the entity. The rights, privileges, powers and interests in property of the domestic limited liability company that has converted, as well as the debts, liabilities and duties of the limited liability company, shall not be deemed, as a consequence of the conversion, to have been transferred to the entity to which the limited liability company has converted for any purpose of the laws of this state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/bf12c56af121fd19805ad8e1b428e590cad91881d6670478103ce183ec78312c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bf12c56af121fd19805ad8e1b428e590cad91881d6670478103ce183ec78312c",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365005",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "An entity within § 2054.1(A)'s class may convert to an Oklahoma LLC, protected series, or registered series through the stated filings.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 2054.1(A)-(B)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. As used in this section, the term “entity” means a foreign limited liability company, a domestic or foreign public benefit limited liability company, a domestic or foreign corporation, a domestic or foreign partnership whether general or limited, and including a limited liability partnership and a limited liability limited partnership, and any domestic or foreign unincorporated nonprofit or for-profit association, trust or enterprise having members or having outstanding shares of stock or other evidences of financial, beneficial or membership interest therein, whether formed by agreement or under statutory authority or otherwise.\n\nB. Any entity may convert to a domestic limited liability company, including a protected or registered series of a limited liability company, by complying with subsection H of this section and filing with the Secretary of State in accordance with the statutes applicable to the converting entity articles of conversion to a limited liability company that have been executed in accordance with the statutes applicable to the converting entity, to which shall be attached articles of organization that comply with Sections 2005 and 2008 of this title and have been executed by one or more authorized persons in accordance with Section 2006 of this title.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/51e559f424f2a8ae9fff0b4a674b20c6b3cc9bf721d6d3f518e199a6b5744290.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "51e559f424f2a8ae9fff0b4a674b20c6b3cc9bf721d6d3f518e199a6b5744290",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365004",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "An Oklahoma LLC may convert to any entity within § 2054.2(A)'s defined class under the operating-agreement and statutory approval rules.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 2054.2(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A domestic limited liability company may convert to an entity upon the authorization of such conversion in accordance with this section. As used in this section, the term “entity” means a domestic or foreign protected or registered series of a limited liability company, a foreign limited liability company, a domestic or foreign public benefit limited liability company, a domestic or foreign corporation including a public benefit corporation, a domestic or foreign partnership whether general or limited, and including a limited liability partnership and a limited liability limited partnership, and any domestic or foreign unincorporated nonprofit or for-profit association, trust or enterprise having members or having outstanding shares of stock or other evidences of financial, beneficial or membership interest therein, whether formed by agreement or under statutory authority or otherwise.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/bf12c56af121fd19805ad8e1b428e590cad91881d6670478103ce183ec78312c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bf12c56af121fd19805ad8e1b428e590cad91881d6670478103ce183ec78312c",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365005",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "A foreign LLC may become an Oklahoma LLC through the procedure the statute calls conversion.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 2054.1(A)-(B), foreign-LLC same-type coverage",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. As used in this section, the term “entity” means a foreign limited liability company, a domestic or foreign public benefit limited liability company, a domestic or foreign corporation, a domestic or foreign partnership whether general or limited, and including a limited liability partnership and a limited liability limited partnership, and any domestic or foreign unincorporated nonprofit or for-profit association, trust or enterprise having members or having outstanding shares of stock or other evidences of financial, beneficial or membership interest therein, whether formed by agreement or under statutory authority or otherwise.\n\nB. Any entity may convert to a domestic limited liability company, including a protected or registered series of a limited liability company, by complying with subsection H of this section and filing with the Secretary of State in accordance with the statutes applicable to the converting entity articles of conversion to a limited liability company that have been executed in accordance with the statutes applicable to the converting entity, to which shall be attached articles of organization that comply with Sections 2005 and 2008 of this title and have been executed by one or more authorized persons in accordance with Section 2006 of this title.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/51e559f424f2a8ae9fff0b4a674b20c6b3cc9bf721d6d3f518e199a6b5744290.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "51e559f424f2a8ae9fff0b4a674b20c6b3cc9bf721d6d3f518e199a6b5744290",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365004",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "An Oklahoma LLC may become a foreign LLC through the procedure the statute calls conversion.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 2054.2(A), foreign-LLC same-type coverage",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A domestic limited liability company may convert to an entity upon the authorization of such conversion in accordance with this section. As used in this section, the term “entity” means a domestic or foreign protected or registered series of a limited liability company, a foreign limited liability company, a domestic or foreign public benefit limited liability company, a domestic or foreign corporation including a public benefit corporation, a domestic or foreign partnership whether general or limited, and including a limited liability partnership and a limited liability limited partnership, and any domestic or foreign unincorporated nonprofit or for-profit association, trust or enterprise having members or having outstanding shares of stock or other evidences of financial, beneficial or membership interest therein, whether formed by agreement or under statutory authority or otherwise.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/bf12c56af121fd19805ad8e1b428e590cad91881d6670478103ce183ec78312c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365005",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "18 O.S. § 2054.1(B)",
          "quote": "B. Any entity may convert to a domestic limited liability company, including a protected or registered series of a limited liability company, by complying with subsection H of this section and filing with the Secretary of State in accordance with the statutes applicable to the converting entity articles of conversion to a limited liability company that have been executed in accordance with the statutes applicable to the converting entity, to which shall be attached articles of organization that comply with Sections 2005 and 2008 of this title and have been executed by one or more authorized persons in accordance with Section 2006 of this title.",
          "role": "authorization_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/51e559f424f2a8ae9fff0b4a674b20c6b3cc9bf721d6d3f518e199a6b5744290.html",
          "source_sha256": "51e559f424f2a8ae9fff0b4a674b20c6b3cc9bf721d6d3f518e199a6b5744290",
          "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365004"
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      ],
      "capture_date": "2026-10-02",
      "claim_type": "defined_eligibility_class",
      "display": "The inbound class includes foreign LLCs, public-benefit LLCs, corporations, partnerships, and qualifying associations, trusts, or enterprises.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 2054.1(A), complete definition of “entity”",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. As used in this section, the term “entity” means a foreign limited liability company, a domestic or foreign public benefit limited liability company, a domestic or foreign corporation, a domestic or foreign partnership whether general or limited, and including a limited liability partnership and a limited liability limited partnership, and any domestic or foreign unincorporated nonprofit or for-profit association, trust or enterprise having members or having outstanding shares of stock or other evidences of financial, beneficial or membership interest therein, whether formed by agreement or under statutory authority or otherwise.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/51e559f424f2a8ae9fff0b4a674b20c6b3cc9bf721d6d3f518e199a6b5744290.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "51e559f424f2a8ae9fff0b4a674b20c6b3cc9bf721d6d3f518e199a6b5744290",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365004",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "defined_eligibility_class",
      "display": "The outbound class includes series, foreign LLCs, public-benefit LLCs, corporations, partnerships, and qualifying associations, trusts, or enterprises.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 2054.2(A), complete definition of “entity”",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A domestic limited liability company may convert to an entity upon the authorization of such conversion in accordance with this section. As used in this section, the term “entity” means a domestic or foreign protected or registered series of a limited liability company, a foreign limited liability company, a domestic or foreign public benefit limited liability company, a domestic or foreign corporation including a public benefit corporation, a domestic or foreign partnership whether general or limited, and including a limited liability partnership and a limited liability limited partnership, and any domestic or foreign unincorporated nonprofit or for-profit association, trust or enterprise having members or having outstanding shares of stock or other evidences of financial, beneficial or membership interest therein, whether formed by agreement or under statutory authority or otherwise.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/bf12c56af121fd19805ad8e1b428e590cad91881d6670478103ce183ec78312c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bf12c56af121fd19805ad8e1b428e590cad91881d6670478103ce183ec78312c",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365005",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "official_fee_locator",
      "display": "The LLC conversion filing fee is located at 18 O.S. § 2055(3).",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 2055(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "3. For filing articles of correction, amendment, merger or consolidation, registered series, conversion, or division and issuing a certificate of correction, amendment, merger or consolidation, registered series, conversion, or division, a fee of One Hundred Dollars ($100.00);",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/f0ea2839ec58835124d64550264da1f03221d6076adfb3362cf48fd8201df7b0.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0ea2839ec58835124d64550264da1f03221d6076adfb3362cf48fd8201df7b0",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=67225",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "The LLC files articles of conversion when the destination act lacks a conversion notice or when conversion is to a foreign entity.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 2054.2(G), complete articles requirement",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "G. If the governing act of a domestic entity to which the limited liability company is converting does not provide for the filing of a conversion notice with the Secretary of State or the limited liability company is converting to a foreign entity, articles of conversion executed in accordance with Section 2006 of this title, shall be filed in the Office of the Secretary of State in accordance with Section 2007 of this title. The articles of conversion shall state:\n\n1. The name of the limited liability company and, if it has been changed, the name under which its articles of organization were originally filed;\n\n2. The date of filing of its original articles of organization with the Secretary of State;\n\n3. The name and type of entity to which the limited liability company is converting and its jurisdiction of formation, if a foreign entity;\n\n4. The future effective date or time of the conversion, which shall be a date or time certain not later than ninety (90) days after the filing, if it is not to be effective upon the filing of the articles of conversion;\n\n5. That the conversion has been approved in accordance with this section;\n\n6. The agreement of the foreign entity that it may be served with process in this state in any action, suit or proceeding for enforcement of any obligation of the foreign entity arising while it was a domestic limited liability company, and that it irrevocably appoints the Secretary of State as its agent to accept service of process in any such action, suit or proceeding, and its street address to which a copy of the process shall be mailed to it by the Secretary of State; and\n\n7. If the domestic entity to which the domestic limited liability company is converting was required to make a filing with the Secretary of State as a condition of its formation, the type and date of such filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/bf12c56af121fd19805ad8e1b428e590cad91881d6670478103ce183ec78312c.html",
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      "source_class": "S1",
      "source_sha256": "bf12c56af121fd19805ad8e1b428e590cad91881d6670478103ce183ec78312c",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365005",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.llc.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "18 O.S. § 2054.2",
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          "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/bf12c56af121fd19805ad8e1b428e590cad91881d6670478103ce183ec78312c.html",
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          "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365005"
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      "capture_date": "2026-10-02",
      "claim_type": "negative_full_text_search",
      "display": "No paired-jurisdiction authorization condition is stated in the captured LLC conversion sections.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
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      "quote": null,
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/51e559f424f2a8ae9fff0b4a674b20c6b3cc9bf721d6d3f518e199a6b5744290.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "51e559f424f2a8ae9fff0b4a674b20c6b3cc9bf721d6d3f518e199a6b5744290",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365004",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#OK.llc.redomiciliation_term_used": {
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      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "The same-type interstate move is authorized under the statutory term “conversion,” not a separate domestication article.",
      "fetch_event_id": null,
      "pinpoint": "18 O.S. § 2054.2(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A. A domestic limited liability company may convert to an entity upon the authorization of such conversion in accordance with this section. As used in this section, the term “entity” means a domestic or foreign protected or registered series of a limited liability company, a foreign limited liability company, a domestic or foreign public benefit limited liability company, a domestic or foreign corporation including a public benefit corporation, a domestic or foreign partnership whether general or limited, and including a limited liability partnership and a limited liability limited partnership, and any domestic or foreign unincorporated nonprofit or for-profit association, trust or enterprise having members or having outstanding shares of stock or other evidences of financial, beneficial or membership interest therein, whether formed by agreement or under statutory authority or otherwise.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/bf12c56af121fd19805ad8e1b428e590cad91881d6670478103ce183ec78312c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bf12c56af121fd19805ad8e1b428e590cad91881d6670478103ce183ec78312c",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365005",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.llc.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "18 O.S. § 2054.2",
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          "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/bf12c56af121fd19805ad8e1b428e590cad91881d6670478103ce183ec78312c.html",
          "source_sha256": "bf12c56af121fd19805ad8e1b428e590cad91881d6670478103ce183ec78312c",
          "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365005"
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      "capture_date": "2026-10-02",
      "claim_type": "negative_full_text_search",
      "display": "No tax-clearance, tax-payment, or good-standing precondition is stated in the LLC conversion sections.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/51e559f424f2a8ae9fff0b4a674b20c6b3cc9bf721d6d3f518e199a6b5744290.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "51e559f424f2a8ae9fff0b4a674b20c6b3cc9bf721d6d3f518e199a6b5744290",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365004",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "Unless the partnership agreement provides otherwise, all partners must consent to the conversion plan.",
      "fetch_event_id": null,
      "pinpoint": "54 O.S. § 500-1103A(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Subject to Section 97 of this act and unless the limited partnership’s partnership agreement otherwise provides, a plan of conversion must be consented to by all the partners of a converting limited partnership.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/51820b8aef518f560b293f12fc640902f9e3d64255d7ff5e166cf548e26843a1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "51820b8aef518f560b293f12fc640902f9e3d64255d7ff5e166cf548e26843a1",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=460303",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "The converted organization is the same entity; property, obligations, proceedings, rights, powers, and purposes continue as stated.",
      "fetch_event_id": null,
      "pinpoint": "54 O.S. § 500-1105A(a)-(b), complete effects subsections",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) An organization that has been converted pursuant to this article is for all purposes the same entity that existed before the conversion.\n\n(b) When a conversion takes effect:\n\n(1) all property owned by the converting organization remains vested in the converted organization;\n\n(2) all debts, liabilities, and other obligations of the converting organization continue as obligations of the converted organization;\n\n(3) an action or proceeding pending by or against the converting organization may be continued as if the conversion had not occurred;\n\n(4) except as prohibited by other law, all of the rights, privileges, immunities, powers, and purposes of the converting organization remain vested in the converted organization;\n\n(5) except as otherwise provided in the plan of conversion, the terms and conditions of the plan of conversion take effect;\n\n(6) except as otherwise agreed, the conversion does not dissolve a converting limited partnership for the purposes of Article 8 of this act; and\n\n(7) the conversion does not authorize a converted organization that is a foreign organization to transact business in this state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/351aa47f5703bf9d97fe4dc885fb9abd4a06b3e8ad0539c579f5adfbbe918f34.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "351aa47f5703bf9d97fe4dc885fb9abd4a06b3e8ad0539c579f5adfbbe918f34",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=460306",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OK.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "Another organization may convert to an Oklahoma limited partnership only when the other organization's law satisfies all three statutory conditions.",
      "fetch_event_id": null,
      "pinpoint": "54 O.S. § 500-1102A(a), an organization other than a limited partnership may convert to a limited partnership",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization pursuant to this section and Sections 90 through 92 of this act and a plan of conversion, if:\n\n(1) the other organization’s governing statute authorizes the conversion;\n\n(2) the conversion is not prohibited by the law of the jurisdiction that enacted the governing statute; and\n\n(3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/3dc0f45137380508e3566275c5ca5aa71584fd313000368bf8dc58281f1ad3e9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3dc0f45137380508e3566275c5ca5aa71584fd313000368bf8dc58281f1ad3e9",
      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=460301",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#OK.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "An Oklahoma limited partnership may convert to another organization only when the other organization's law satisfies all three statutory conditions.",
      "fetch_event_id": null,
      "pinpoint": "54 O.S. § 500-1102A(a), a limited partnership may convert to another organization",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization pursuant to this section and Sections 90 through 92 of this act and a plan of conversion, if:\n\n(1) the other organization’s governing statute authorizes the conversion;\n\n(2) the conversion is not prohibited by the law of the jurisdiction that enacted the governing statute; and\n\n(3) the other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/c50/OK/3dc0f45137380508e3566275c5ca5aa71584fd313000368bf8dc58281f1ad3e9.html",
      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=460301",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#OK.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_full_text_search",
      "display": "No procedure was located for a foreign limited partnership to become an Oklahoma limited partnership of the same type.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/ok-title54-statutes.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b8ef7149c01ce749e7a38af3ed273bc42ea85d22ca7c48f68739651ca9842488",
      "source_url": "https://www.oklegislature.gov/OK_Statutes/CompleteTitles/os54.pdf",
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    "structuring:pp-conversion-domestication#OK.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "negative_full_text_search",
      "display": "No procedure was located for an Oklahoma limited partnership to become a foreign limited partnership of the same type.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OK/snapshots/ok-title54-statutes.pdf",
      "snapshot_resolved": true,
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      "source_url": "https://www.oklegislature.gov/OK_Statutes/CompleteTitles/os54.pdf",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#OK.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "54 O.S. § 500-1102A(a)",
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      "capture_date": "2026-10-02",
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      "display": "Inbound eligibility covers any statutory “organization” other than a limited partnership, subject to the other organization's governing law.",
      "fetch_event_id": null,
      "pinpoint": "54 O.S. § 500-1101A(9), complete definition of “organization”",
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      "quote": "(9) \"Organization\" means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. The term includes domestic and foreign organizations whether or not organized for profit;",
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      "table": "structuring"
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    "structuring:pp-conversion-domestication#OK.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "54 O.S. § 500-1102A(a)",
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      "capture_date": "2026-10-02",
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      "display": "Outbound eligibility covers another statutory “organization,” subject to the destination organization's governing law.",
      "fetch_event_id": null,
      "pinpoint": "54 O.S. § 500-1101A(9), complete definition of “organization”",
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    "structuring:pp-conversion-domestication#OK.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
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      "display": "The LP conversion filing fee is located at 54 O.S. § 500-206A(c)(3).",
      "fetch_event_id": null,
      "pinpoint": "54 O.S. § 500-206A(c)(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(3) for filing articles of merger or conversion, a fee of One Hundred Dollars ($100.00);",
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    "structuring:pp-conversion-domestication#OK.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
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      "display": "An outgoing LP files articles of conversion; an incoming organization files a certificate of limited partnership with the stated conversion information.",
      "fetch_event_id": null,
      "pinpoint": "54 O.S. § 500-1104A(a), complete directional filing rules",
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      "publish_status": "publish_ready",
      "quote": "(1) a converting limited partnership shall deliver to the Secretary of State for filing articles of conversion, which must include:\n\n(A) a statement that the limited partnership has been converted into another organization;\n\n(B) the name and form of the organization and the jurisdiction of its governing statute;\n\n(C) the date the conversion is effective under the governing statute of the converted organization;\n\n(D) a statement that the conversion was approved as required by the Uniform Limited Partnership Act of 2010;\n\n(E) a statement that the conversion was approved as required by the governing statute of the converted organization; and\n\n(F) if the converted organization is a foreign organization not authorized to transact business in this state, the street and mailing address of an office which the Secretary of State may use for the purposes of subsection (c) of Section 92 of this act; and\n\n(2) if the converting organization is not a converting limited partnership, the converting organization shall deliver to the Secretary of State for filing a certificate of limited partnership, which must include, in addition to the information required by Section 19 of this act:\n\n(A) a statement that the limited partnership was converted from another organization;\n\n(B) the name and form of the organization and the jurisdiction of its governing statute; and\n\n(C) a statement that the conversion was approved in a manner that complied with the organization’s governing statute.",
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    "structuring:pp-conversion-domestication#OK.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_rule",
      "display": "The other organization's governing statute must authorize the conversion, not prohibit it, and be followed in effecting it.",
      "fetch_event_id": null,
      "pinpoint": "54 O.S. § 500-1102A(a), complete three-condition rule",
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      "quote": "(a) An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization pursuant to this section and Sections 90 through 92 of this act and a plan of conversion, if:\n\n(1) the other organization’s governing statute authorizes the conversion;\n\n(2) the conversion is not prohibited by the law of the jurisdiction that enacted the governing statute; and\n\n(3) the other organization complies with its governing statute in effecting the conversion.",
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      "source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=460301",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#OK.lp.redomiciliation_term_used": {
      "additional_sources": null,
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      "claim_type": "negative_full_text_search",
      "display": "The LP Act does not state a domestication, redomestication, transfer, or continuance term for a same-type jurisdiction change.",
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      "source_url": "https://www.oklegislature.gov/OK_Statutes/CompleteTitles/os54.pdf",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#OK.lp.tax_clearance": {
      "additional_sources": null,
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      "claim_type": "negative_full_text_search",
      "display": "No tax-clearance, tax-payment, or good-standing precondition is stated in the LP conversion article.",
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      "source_url": "https://www.oklegislature.gov/OK_Statutes/CompleteTitles/os54.pdf",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#OR.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "ORS 60.487(1)-(8); incorporated approval mechanics",
          "quote": "60.487 Action on plan of merger or share exchange. (1) After adopting a plan of merger or share exchange, the board of directors of each corporation party to the merger and the board of directors of the corporation whose shares will be acquired in the share exchange, shall submit the plan of merger, except as provided in subsection (7) of this section, or share exchange for approval by its shareholders. (2) For a plan of merger or share exchange to be approved: (a) The board of directors shall direct by resolution that the plan of merger or share exchange be submitted to a vote at a meeting of shareholders, which may be either an annual or a special meeting; and (b) The shareholders entitled to vote must approve the plan. (3) The board of directors may condition its submission of the proposed merger or share exchange on any basis. (4) The corporation shall notify each shareholder, whether or not entitled to vote, of the proposed shareholders’ meeting in accordance with ORS 60.214. The notice must also state that the purpose, or one of the purposes, of the meeting is to consider the plan of merger or share exchange and contain or be accompanied by a copy or summary of the plan. (5) Unless this chapter, the articles of incorporation or the board of directors, acting pursuant to subsection (3) of this section, requires a greater vote or a vote by voting groups, the plan of merger or share exchange to be authorized shall be approved by each voting group entitled to vote separately on the plan by a majority of all the votes entitled to be cast on the plan by that voting group. (6) Separate voting by voting groups is required: (a) On a plan of merger if the plan contains a provision that, if contained in a proposed amendment to articles of incorporation, would require action by one or more separate voting groups on the proposed amendment under ORS 60.441, except that separate voting by a voting group is not required if: (A) Under the plan of merger, the shares that constitute the voting group are to be converted into shares, obligations, other securities, cash or other property with a value at least equal to the value the shares would receive in a liquidation of the corporation. For purposes of determining the value the shares would receive in a liquidation of the corporation, the value of property available for distribution to all shareholders in the liquidation shall be assumed to be equal to the total value of shares, obligations, other securities, cash or other property into which all shares of the corporation are to be converted under the plan of merger; or (B) The articles of incorporation provide that the voting group is not entitled to vote separately on a plan of merger; and (b) On a plan of share exchange by each class or series of shares included in the exchange, with each class or series constituting a separate voting group. (7) Action by the shareholders of the surviving corporation on a plan of merger is not required if: (a) The articles of incorporation of the surviving corporation will not differ, except for amendments enumerated in ORS 60.434, from its articles before the merger; (b) Each shareholder of the surviving corporation whose shares were outstanding immediately before the effective date of the merger will hold the same number of shares, with identical designations, preferences, limitations and relative rights, immediately after; (c) The number of voting shares outstanding immediately after the merger, plus the number of voting shares issuable as a result of the merger, either by the conversion of securities issued pursuant to the merger or the exercise of rights and warrants issued pursuant to the merger, will not exceed by more than 20 percent the total number of voting shares of the surviving corporation outstanding immediately before the merger; and (d) The number of participating shares outstanding immediately after the merger, plus the number of participating shares issuable as a result of the merger, either by the conversion of securities issued pursuant to the merger or the exercise of rights and warrants issued pursuant to the merger, will not exceed by more than 20 percent the total number of participating shares outstanding immediately before the merger. (8) As used in subsection (7) of this section: (a) “Participating shares” means shares that entitle their holders to participate without limitation in distributions. (b) “Voting shares” means shares that entitle their holders to vote unconditionally in elections of directors.",
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      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A corporation's conversion plan is approved under the incorporated merger-approval mechanics, including board submission and the applicable shareholder voting rule.",
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      "pinpoint": "ORS 60.470-.478; approval rule",
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      "quote": "60.474 Action on plan of conversion. (1) A plan of conversion shall be approved as follows: (a) In the case of a corporation, in the manner provided in ORS 60.487 for mergers; and (b) In the case of a business entity other than a corporation, as provided by the statutes governing that business entity. (2) After a conversion is approved, and at any time before articles of conversion are filed, the planned conversion may be abandoned, subject to any contractual rights: (a) By a corporation, in the manner provided in ORS 60.487 (9); and (b) By a business entity that planned to convert to a corporation, in accordance with the procedure set forth in the plan of conversion or, if none is set forth, in the manner permitted by the statutes governing that business entity. [1999 c.362 §8]",
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    "structuring:pp-conversion-domestication#OR.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The conversion effects rule preserves entity existence, property, obligations, pending proceedings, converted ownership interests, and the stated pre- and post-conversion liability rules.",
      "fetch_event_id": null,
      "pinpoint": "ORS 60.470-.478; complete effect-of-conversion section",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "60.478 Effect of conversion; assumed business name. (1) When a conversion to or from a corporation pursuant to ORS 60.472 takes effect: (a) The business entity continues its existence despite the conversion; (b) Title to all real estate and other property owned by the converting business entity is vested in the converted business entity without reversion or impairment; (c) All obligations of the converting business entity, including, without limitation, contractual, tort, statutory and administrative obligations, are obligations of the converted business entity; (d) An action or proceeding pending against the converting business entity or its owners may be continued as if the conversion had not occurred, or the converted business entity may be substituted as a party to the action or proceeding; (e) The ownership interests of each owner that are to be converted into ownership interests or obligations of the converted business entity or any other business entity, or into cash or other property, are converted as provided in the plan of conversion; (f) Liability of an owner for obligations of the business entity, including, without limitation, contractual, tort, statutory and administrative obligations, shall be determined: (A) As to liabilities incurred prior to conversion, according to the laws applicable prior to conversion; and (B) As to liabilities incurred after conversion, according to the laws applicable after conversion, except as provided in paragraph (g) of this subsection; (g) If prior to conversion an owner of a business entity was a partner of a partnership or general partner of a limited partnership and was personally liable for the business entity’s liabilities, and after conversion is an owner normally protected from personal liability, then such owner shall continue to be personally liable for the business entity’s liabilities incurred during the 12 months following conversion, if the other party or parties to the transaction reasonably believed that the owner would be personally liable and had not received notice of the conversion; and (h) Unless the converted business entity is a partnership, the registration of an assumed business name of a business entity pursuant to ORS chapter 648 shall continue as the assumed business name of the converted business entity. If the converted business entity is a partnership, the converting business entity shall amend or cancel the registration of the assumed business name under ORS chapter 648, and the partners of the partnership shall register the name as an assumed business name under ORS chapter 648. (2) Owners of the business entity that converted are entitled to the rights provided in the plan of conversion and: (a) In the case of shareholders of a corporation, the right to dissent and obtain payment of the fair value of the shareholder’s shares as provided in ORS 60.551 to 60.594; and (b) In the case of owners of business entities other than corporations, the rights provided in the statutes, common law and private agreements applicable to the business entity prior to conversion, including, without limitation, any rights to dissent, to dissociate, to withdraw, to recover for breach of any duty or obligation owed by the other owners, and to obtain an appraisal or payment for the value of an owner’s interest. [1999 c.362 §10; 2001 c.315 §2]",
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    "structuring:pp-conversion-domestication#OR.corp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "ORS 60.470-.478; business-entity definition",
          "quote": "60.470 Definitions for ORS 60.470 to 60.501. As used in ORS 60.470 to 60.501: (1) “Business entity” means: (a) Any of the following for-profit entities: (A) A professional corporation organized under ORS chapter 58, predecessor law or comparable law of another jurisdiction; (B) A corporation organized under this chapter, predecessor law or comparable law of another jurisdiction; (C) A limited liability company organized under ORS chapter 63 or comparable law of another jurisdiction; (D) A partnership organized in Oregon after January 1, 1998, or that is registered as a limited liability partnership, or that has elected to be governed by ORS chapter 67, and a partnership governed by law of another jurisdiction that expressly provides for conversions and mergers; and (E) A limited partnership organized under ORS chapter 70, predecessor law or comparable law of another jurisdiction; and (b) A cooperative organized under ORS chapter 62, predecessor law or comparable law of another jurisdiction. (2) “Organizational document” means the following for an Oregon business entity or, for a foreign business entity, a document equivalent to the following: (a) In the case of a corporation, professional corporation or cooperative, articles of incorporation; (b) In the case of a limited liability company, articles of organization; (c) In the case of a partnership, a partnership agreement and, for a limited liability partnership, its registration; and (d) In the case of a limited partnership, a certificate of limited partnership. (3) “Owner” means a: (a) Shareholder of a corporation or of a professional corporation; (b) Member or shareholder of a cooperative; (c) Member of a limited liability company; (d) Partner of a partnership; and (e) General partner or limited partner of a limited partnership. [1999 c.362 §6; 2003 c.80 §14]",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch60-corp-act.html",
          "source_sha256": "39eb28b8f2fd6ff5883229db1bde7ceb5babd098ad7e9dff1e5e279a0303be19",
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      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A business entity within Oregon's statutory definition may convert into an Oregon business corporation by approving a plan and filing articles of conversion.",
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      "quote": "60.472 Conversion. (1)(a) A business entity may be converted to a corporation organized under this chapter. (b) A corporation organized under this chapter may be converted to another business entity organized under the laws of this state if the statutes that govern the other business entity permit the conversion. (c) A business entity may perform a conversion described in paragraph (a) or (b) of this subsection by approving a plan of conversion and filing articles of conversion.",
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    "structuring:pp-conversion-domestication#OR.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "ORS 60.470-.478; business-entity definition",
          "quote": "60.470 Definitions for ORS 60.470 to 60.501. As used in ORS 60.470 to 60.501: (1) “Business entity” means: (a) Any of the following for-profit entities: (A) A professional corporation organized under ORS chapter 58, predecessor law or comparable law of another jurisdiction; (B) A corporation organized under this chapter, predecessor law or comparable law of another jurisdiction; (C) A limited liability company organized under ORS chapter 63 or comparable law of another jurisdiction; (D) A partnership organized in Oregon after January 1, 1998, or that is registered as a limited liability partnership, or that has elected to be governed by ORS chapter 67, and a partnership governed by law of another jurisdiction that expressly provides for conversions and mergers; and (E) A limited partnership organized under ORS chapter 70, predecessor law or comparable law of another jurisdiction; and (b) A cooperative organized under ORS chapter 62, predecessor law or comparable law of another jurisdiction. (2) “Organizational document” means the following for an Oregon business entity or, for a foreign business entity, a document equivalent to the following: (a) In the case of a corporation, professional corporation or cooperative, articles of incorporation; (b) In the case of a limited liability company, articles of organization; (c) In the case of a partnership, a partnership agreement and, for a limited liability partnership, its registration; and (d) In the case of a limited partnership, a certificate of limited partnership. (3) “Owner” means a: (a) Shareholder of a corporation or of a professional corporation; (b) Member or shareholder of a cooperative; (c) Member of a limited liability company; (d) Partner of a partnership; and (e) General partner or limited partner of a limited partnership. [1999 c.362 §6; 2003 c.80 §14]",
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      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "An Oregon business corporation may convert to a qualifying business entity in Oregon or another jurisdiction under the stated plan, filing, foreign-authorization, and compliance rules.",
      "fetch_event_id": null,
      "pinpoint": "ORS 60.470-.478; outbound conversion",
      "public_reason": null,
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      "quote": "60.472 Conversion. (1)(a) A business entity may be converted to a corporation organized under this chapter. (b) A corporation organized under this chapter may be converted to another business entity organized under the laws of this state if the statutes that govern the other business entity permit the conversion. (c) A business entity may perform a conversion described in paragraph (a) or (b) of this subsection by approving a plan of conversion and filing articles of conversion. (2) A corporation organized under this chapter may be converted to a business entity organized under the laws of another jurisdiction if: (a) The laws of the other jurisdiction permit the conversion; (b) The converting corporation approves a plan of conversion; (c) Articles of conversion are filed in this state; (d)(A) The converted business entity submits an application for filing to the Secretary of State to transact business as a foreign business entity of the type into which the business entity converted unless the converted business entity does not intend to continue to transact business in this state; and (B) The converted business entity meets all other requirements the laws of this state prescribe for authorization to transact business as a foreign business entity of the type into which the business entity converted; and (e) The corporation complies with all requirements that the laws of the other jurisdiction impose with respect to the conversion. (3) The plan of conversion must set forth: (a) The name and type of the business entity prior to conversion; (b) The name and type of the business entity after conversion; (c) A summary of the material terms and conditions of the conversion; (d) The manner and basis of converting the ownership interests of each owner into ownership interests or obligations of the converted business entity or any other business entity, or into cash or other property in whole or in part; and (e) Any additional information that the statutes that govern converted business entities of the type into which the business entity converted require in the organizational document of the converted business entity. (4) The plan of conversion may set forth other provisions relating to the conversion. [1999 c.362 §7; 2001 c.315 §12; 2003 c.80 §15; 2011 c.147 §1]",
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          "quote": "60.470 Definitions for ORS 60.470 to 60.501. As used in ORS 60.470 to 60.501: (1) “Business entity” means: (a) Any of the following for-profit entities: (A) A professional corporation organized under ORS chapter 58, predecessor law or comparable law of another jurisdiction; (B) A corporation organized under this chapter, predecessor law or comparable law of another jurisdiction; (C) A limited liability company organized under ORS chapter 63 or comparable law of another jurisdiction; (D) A partnership organized in Oregon after January 1, 1998, or that is registered as a limited liability partnership, or that has elected to be governed by ORS chapter 67, and a partnership governed by law of another jurisdiction that expressly provides for conversions and mergers; and (E) A limited partnership organized under ORS chapter 70, predecessor law or comparable law of another jurisdiction; and (b) A cooperative organized under ORS chapter 62, predecessor law or comparable law of another jurisdiction. (2) “Organizational document” means the following for an Oregon business entity or, for a foreign business entity, a document equivalent to the following: (a) In the case of a corporation, professional corporation or cooperative, articles of incorporation; (b) In the case of a limited liability company, articles of organization; (c) In the case of a partnership, a partnership agreement and, for a limited liability partnership, its registration; and (d) In the case of a limited partnership, a certificate of limited partnership. (3) “Owner” means a: (a) Shareholder of a corporation or of a professional corporation; (b) Member or shareholder of a cooperative; (c) Member of a limited liability company; (d) Partner of a partnership; and (e) General partner or limited partner of a limited partnership. [1999 c.362 §6; 2003 c.80 §14]",
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          "pinpoint": "ORS 60.470-.478; business-entity definition",
          "quote": "60.470 Definitions for ORS 60.470 to 60.501. As used in ORS 60.470 to 60.501: (1) “Business entity” means: (a) Any of the following for-profit entities: (A) A professional corporation organized under ORS chapter 58, predecessor law or comparable law of another jurisdiction; (B) A corporation organized under this chapter, predecessor law or comparable law of another jurisdiction; (C) A limited liability company organized under ORS chapter 63 or comparable law of another jurisdiction; (D) A partnership organized in Oregon after January 1, 1998, or that is registered as a limited liability partnership, or that has elected to be governed by ORS chapter 67, and a partnership governed by law of another jurisdiction that expressly provides for conversions and mergers; and (E) A limited partnership organized under ORS chapter 70, predecessor law or comparable law of another jurisdiction; and (b) A cooperative organized under ORS chapter 62, predecessor law or comparable law of another jurisdiction. (2) “Organizational document” means the following for an Oregon business entity or, for a foreign business entity, a document equivalent to the following: (a) In the case of a corporation, professional corporation or cooperative, articles of incorporation; (b) In the case of a limited liability company, articles of organization; (c) In the case of a partnership, a partnership agreement and, for a limited liability partnership, its registration; and (d) In the case of a limited partnership, a certificate of limited partnership. (3) “Owner” means a: (a) Shareholder of a corporation or of a professional corporation; (b) Member or shareholder of a cooperative; (c) Member of a limited liability company; (d) Partner of a partnership; and (e) General partner or limited partner of a limited partnership. [1999 c.362 §6; 2003 c.80 §14]",
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      "display": "Oregon calls the transaction a conversion: an Oregon business corporation may convert into a foreign business corporation if the other jurisdiction permits it and all stated conditions are met.",
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          "quote": "60.472 Conversion. (1)(a) A business entity may be converted to a corporation organized under this chapter. (b) A corporation organized under this chapter may be converted to another business entity organized under the laws of this state if the statutes that govern the other business entity permit the conversion. (c) A business entity may perform a conversion described in paragraph (a) or (b) of this subsection by approving a plan of conversion and filing articles of conversion.",
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          "source_sha256": "39eb28b8f2fd6ff5883229db1bde7ceb5babd098ad7e9dff1e5e279a0303be19",
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        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The business-entity definition enumerates the entity forms eligible to convert into an Oregon business corporation, including qualifying forms organized under comparable foreign law.",
      "fetch_event_id": null,
      "pinpoint": "ORS 60.470-.478; complete business-entity definition",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "60.470 Definitions for ORS 60.470 to 60.501. As used in ORS 60.470 to 60.501: (1) “Business entity” means: (a) Any of the following for-profit entities: (A) A professional corporation organized under ORS chapter 58, predecessor law or comparable law of another jurisdiction; (B) A corporation organized under this chapter, predecessor law or comparable law of another jurisdiction; (C) A limited liability company organized under ORS chapter 63 or comparable law of another jurisdiction; (D) A partnership organized in Oregon after January 1, 1998, or that is registered as a limited liability partnership, or that has elected to be governed by ORS chapter 67, and a partnership governed by law of another jurisdiction that expressly provides for conversions and mergers; and (E) A limited partnership organized under ORS chapter 70, predecessor law or comparable law of another jurisdiction; and (b) A cooperative organized under ORS chapter 62, predecessor law or comparable law of another jurisdiction. (2) “Organizational document” means the following for an Oregon business entity or, for a foreign business entity, a document equivalent to the following: (a) In the case of a corporation, professional corporation or cooperative, articles of incorporation; (b) In the case of a limited liability company, articles of organization; (c) In the case of a partnership, a partnership agreement and, for a limited liability partnership, its registration; and (d) In the case of a limited partnership, a certificate of limited partnership. (3) “Owner” means a: (a) Shareholder of a corporation or of a professional corporation; (b) Member or shareholder of a cooperative; (c) Member of a limited liability company; (d) Partner of a partnership; and (e) General partner or limited partner of a limited partnership. [1999 c.362 §6; 2003 c.80 §14]",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch60-corp-act.html",
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      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OR.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "ORS 60.470-.478; outbound authorization",
          "quote": "60.472 Conversion. (1)(a) A business entity may be converted to a corporation organized under this chapter. (b) A corporation organized under this chapter may be converted to another business entity organized under the laws of this state if the statutes that govern the other business entity permit the conversion. (c) A business entity may perform a conversion described in paragraph (a) or (b) of this subsection by approving a plan of conversion and filing articles of conversion. (2) A corporation organized under this chapter may be converted to a business entity organized under the laws of another jurisdiction if: (a) The laws of the other jurisdiction permit the conversion; (b) The converting corporation approves a plan of conversion; (c) Articles of conversion are filed in this state; (d)(A) The converted business entity submits an application for filing to the Secretary of State to transact business as a foreign business entity of the type into which the business entity converted unless the converted business entity does not intend to continue to transact business in this state; and (B) The converted business entity meets all other requirements the laws of this state prescribe for authorization to transact business as a foreign business entity of the type into which the business entity converted; and (e) The corporation complies with all requirements that the laws of the other jurisdiction impose with respect to the conversion. (3) The plan of conversion must set forth: (a) The name and type of the business entity prior to conversion; (b) The name and type of the business entity after conversion; (c) A summary of the material terms and conditions of the conversion; (d) The manner and basis of converting the ownership interests of each owner into ownership interests or obligations of the converted business entity or any other business entity, or into cash or other property in whole or in part; and (e) Any additional information that the statutes that govern converted business entities of the type into which the business entity converted require in the organizational document of the converted business entity. (4) The plan of conversion may set forth other provisions relating to the conversion. [1999 c.362 §7; 2001 c.315 §12; 2003 c.80 §15; 2011 c.147 §1]",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch60-corp-act.html",
          "source_sha256": "39eb28b8f2fd6ff5883229db1bde7ceb5babd098ad7e9dff1e5e279a0303be19",
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        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The business-entity definition enumerates the entity forms eligible as conversion targets for an Oregon business corporation, subject to the authorization clauses.",
      "fetch_event_id": null,
      "pinpoint": "ORS 60.470-.478; complete business-entity definition",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "60.470 Definitions for ORS 60.470 to 60.501. As used in ORS 60.470 to 60.501: (1) “Business entity” means: (a) Any of the following for-profit entities: (A) A professional corporation organized under ORS chapter 58, predecessor law or comparable law of another jurisdiction; (B) A corporation organized under this chapter, predecessor law or comparable law of another jurisdiction; (C) A limited liability company organized under ORS chapter 63 or comparable law of another jurisdiction; (D) A partnership organized in Oregon after January 1, 1998, or that is registered as a limited liability partnership, or that has elected to be governed by ORS chapter 67, and a partnership governed by law of another jurisdiction that expressly provides for conversions and mergers; and (E) A limited partnership organized under ORS chapter 70, predecessor law or comparable law of another jurisdiction; and (b) A cooperative organized under ORS chapter 62, predecessor law or comparable law of another jurisdiction. (2) “Organizational document” means the following for an Oregon business entity or, for a foreign business entity, a document equivalent to the following: (a) In the case of a corporation, professional corporation or cooperative, articles of incorporation; (b) In the case of a limited liability company, articles of organization; (c) In the case of a partnership, a partnership agreement and, for a limited liability partnership, its registration; and (d) In the case of a limited partnership, a certificate of limited partnership. (3) “Owner” means a: (a) Shareholder of a corporation or of a professional corporation; (b) Member or shareholder of a cooperative; (c) Member of a limited liability company; (d) Partner of a partnership; and (e) General partner or limited partner of a limited partnership. [1999 c.362 §6; 2003 c.80 §14]",
      "readiness": "ready",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch60-corp-act.html",
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      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OR.corp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "ORS 56.140(1)-(4); business-registry filing-fee schedule",
          "quote": "56.140 Fees; waiver; rules. (1) The Secretary of State shall collect a nonrefundable fee of $100 for each of the following documents delivered to the Secretary of State for filing: (a) Articles of incorporation delivered for filing under ORS 58.085. (b) Articles of incorporation delivered for filing under ORS 60.051. (c) Articles of incorporation delivered for filing under ORS 62.511. (d) Articles of organization delivered for filing under ORS 63.051. (e) Applications for registration delivered for filing under ORS 67.603. (f) Certificates of limited partnership delivered for filing under ORS 70.075. (g) Trust documents delivered for filing under ORS 128.575. (h) Articles of incorporation delivered for filing under ORS 554.020. (2) The Secretary of State shall collect a nonrefundable fee of $100 for annual reports delivered for filing by an entity subject to a fee under subsection (1) of this section, and for any other related document that the entity may or must file with the Secretary of State. (3)(a) Except as provided in paragraph (b) of this subsection, the Secretary of State shall collect a nonrefundable fee of $275 for each of the following documents delivered to the Secretary of State for filing: (A) Applications for authority to transact business in this state delivered under ORS 58.134, 60.707, 63.707 or 67.710. (B) Applications for registration under ORS 70.355. (C) Annual reports delivered for filing by an entity subject to a fee under subparagraph (A) or (B) of this paragraph, and for any other related document that the entity may or must file with the Secretary of State. (b) If an eligible Indian tribe, as defined in ORS 307.181 (4)(a), owns, charters or registers an entity or otherwise authorizes an entity to conduct business and the entity files a document that is subject to a fee under paragraph (a) of this subsection, the Secretary of State shall collect a nonrefundable fee of $100 for filing the document if the entity accompanies the filing with a certificate showing that the eligible Indian tribe owned, chartered or registered the entity or otherwise authorized the entity to conduct business. The Secretary of State by rule may specify the type or form and format of the certificate that the Secretary of State will accept under this paragraph. (4) For documents other than those specified in subsections (1), (2) and (3) of this section, except as provided in ORS 65.787 (6), the Secretary of State shall collect a nonrefundable fee of $50 for each document delivered for filing to the Secretary of State as part of the secretary’s business registry functions described in ORS 56.022.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/c50/OR/OR/44189c34ad83608bf662949cc22ef28d5aff7da90042cd0968160fdb26e5617e.html",
          "source_sha256": "44189c34ad83608bf662949cc22ef28d5aff7da90042cd0968160fdb26e5617e",
          "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors056.html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The Oregon business corporation act incorporates the Secretary of State filing-fee schedule in ORS 56.140 for documents filed under the act.",
      "fetch_event_id": null,
      "pinpoint": "ORS 60.007; incorporation of ORS 56.140",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "60.007 Filing, service, copying and certification fees. The Secretary of State shall collect the fees described in ORS 56.140 for each document delivered for filing under this chapter and for process served on the secretary under this chapter. The secretary may collect the fees described in ORS 56.140 for copying any public record under this chapter, certifying the copy or certifying to other facts of record under this chapter. [1987 c.52 §6; 1989 c.383 §3; 1989 c.1040 §36; 1991 c.132 §3; 1999 c.362 §§4,4a]",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch60-corp-act.html",
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      "source_sha256": "39eb28b8f2fd6ff5883229db1bde7ceb5babd098ad7e9dff1e5e279a0303be19",
      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OR.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "ORS 60.470-.478; organizational-document definitions",
          "quote": "60.470 Definitions for ORS 60.470 to 60.501. As used in ORS 60.470 to 60.501: (1) “Business entity” means: (a) Any of the following for-profit entities: (A) A professional corporation organized under ORS chapter 58, predecessor law or comparable law of another jurisdiction; (B) A corporation organized under this chapter, predecessor law or comparable law of another jurisdiction; (C) A limited liability company organized under ORS chapter 63 or comparable law of another jurisdiction; (D) A partnership organized in Oregon after January 1, 1998, or that is registered as a limited liability partnership, or that has elected to be governed by ORS chapter 67, and a partnership governed by law of another jurisdiction that expressly provides for conversions and mergers; and (E) A limited partnership organized under ORS chapter 70, predecessor law or comparable law of another jurisdiction; and (b) A cooperative organized under ORS chapter 62, predecessor law or comparable law of another jurisdiction. (2) “Organizational document” means the following for an Oregon business entity or, for a foreign business entity, a document equivalent to the following: (a) In the case of a corporation, professional corporation or cooperative, articles of incorporation; (b) In the case of a limited liability company, articles of organization; (c) In the case of a partnership, a partnership agreement and, for a limited liability partnership, its registration; and (d) In the case of a limited partnership, a certificate of limited partnership. (3) “Owner” means a: (a) Shareholder of a corporation or of a professional corporation; (b) Member or shareholder of a cooperative; (c) Member of a limited liability company; (d) Partner of a partnership; and (e) General partner or limited partner of a limited partnership. [1999 c.362 §6; 2003 c.80 §14]",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch60-corp-act.html",
          "source_sha256": "39eb28b8f2fd6ff5883229db1bde7ceb5babd098ad7e9dff1e5e279a0303be19",
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        },
        {
          "pinpoint": "ORS 60.470-.478; plan contents",
          "quote": "60.472 Conversion. (1)(a) A business entity may be converted to a corporation organized under this chapter. (b) A corporation organized under this chapter may be converted to another business entity organized under the laws of this state if the statutes that govern the other business entity permit the conversion. (c) A business entity may perform a conversion described in paragraph (a) or (b) of this subsection by approving a plan of conversion and filing articles of conversion. (2) A corporation organized under this chapter may be converted to a business entity organized under the laws of another jurisdiction if: (a) The laws of the other jurisdiction permit the conversion; (b) The converting corporation approves a plan of conversion; (c) Articles of conversion are filed in this state; (d)(A) The converted business entity submits an application for filing to the Secretary of State to transact business as a foreign business entity of the type into which the business entity converted unless the converted business entity does not intend to continue to transact business in this state; and (B) The converted business entity meets all other requirements the laws of this state prescribe for authorization to transact business as a foreign business entity of the type into which the business entity converted; and (e) The corporation complies with all requirements that the laws of the other jurisdiction impose with respect to the conversion. (3) The plan of conversion must set forth: (a) The name and type of the business entity prior to conversion; (b) The name and type of the business entity after conversion; (c) A summary of the material terms and conditions of the conversion; (d) The manner and basis of converting the ownership interests of each owner into ownership interests or obligations of the converted business entity or any other business entity, or into cash or other property in whole or in part; and (e) Any additional information that the statutes that govern converted business entities of the type into which the business entity converted require in the organizational document of the converted business entity. (4) The plan of conversion may set forth other provisions relating to the conversion. [1999 c.362 §7; 2001 c.315 §12; 2003 c.80 §15; 2011 c.147 §1]",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch60-corp-act.html",
          "source_sha256": "39eb28b8f2fd6ff5883229db1bde7ceb5babd098ad7e9dff1e5e279a0303be19",
          "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html"
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      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "After approval, the converting business entity files articles of conversion plus the plan or the permitted written declaration; the plan identifies any required target organizational information.",
      "fetch_event_id": null,
      "pinpoint": "ORS 60.470-.478; articles and plan of conversion",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "60.476 Articles and plan of conversion. (1) After the owners approve a conversion, the converting business entity shall: (a) File articles of conversion that state the name and type of business entity that existed before conversion and the name and type of business entity that will exist after conversion; and (b) File a plan of conversion or, in lieu of a plan of conversion, a written declaration that: (A) Identifies an address for an office of the converted entity where the plan of conversion is on file; and (B) States that the converted entity will provide any owner with a copy of the plan of conversion upon request and at no cost. (2) The conversion takes effect at the later of the date and time determined in accordance with ORS 60.011 or the date and time determined under the statutes that govern the business entity that is not a corporation. [1999 c.362 §9; 2001 c.315 §7; 2015 c.28 §1]",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch60-corp-act.html",
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      "source_sha256": "39eb28b8f2fd6ff5883229db1bde7ceb5babd098ad7e9dff1e5e279a0303be19",
      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OR.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "For conversion of an Oregon business corporation into an entity organized in another jurisdiction, that jurisdiction's law must permit the conversion.",
      "fetch_event_id": null,
      "pinpoint": "ORS 60.470-.478; paired-jurisdiction condition",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) A corporation organized under this chapter may be converted to a business entity organized under the laws of another jurisdiction if: (a) The laws of the other jurisdiction permit the conversion; (b) The converting corporation approves a plan of conversion; (c) Articles of conversion are filed in this state; (d)(A) The converted business entity submits an application for filing to the Secretary of State to transact business as a foreign business entity of the type into which the business entity converted unless the converted business entity does not intend to continue to transact business in this state; and (B) The converted business entity meets all other requirements the laws of this state prescribe for authorization to transact business as a foreign business entity of the type into which the business entity converted; and (e) The corporation complies with all requirements that the laws of the other jurisdiction impose with respect to the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch60-corp-act.html",
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      "source_class": "S1",
      "source_sha256": "39eb28b8f2fd6ff5883229db1bde7ceb5babd098ad7e9dff1e5e279a0303be19",
      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#OR.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Oregon uses “conversion” for a same-type change of home jurisdiction involving a business corporation.",
      "fetch_event_id": null,
      "pinpoint": "ORS 60.470-.478; statutory term for interstate move",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) A corporation organized under this chapter may be converted to a business entity organized under the laws of another jurisdiction if: (a) The laws of the other jurisdiction permit the conversion; (b) The converting corporation approves a plan of conversion; (c) Articles of conversion are filed in this state; (d)(A) The converted business entity submits an application for filing to the Secretary of State to transact business as a foreign business entity of the type into which the business entity converted unless the converted business entity does not intend to continue to transact business in this state; and (B) The converted business entity meets all other requirements the laws of this state prescribe for authorization to transact business as a foreign business entity of the type into which the business entity converted; and (e) The corporation complies with all requirements that the laws of the other jurisdiction impose with respect to the conversion.",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch60-corp-act.html",
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      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OR.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in the complete Oregon business corporation conversion provisions.",
      "fetch_event_id": null,
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      "quote": null,
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      "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch60-corp-act.html",
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      "source_class": "S1",
      "source_sha256": "39eb28b8f2fd6ff5883229db1bde7ceb5babd098ad7e9dff1e5e279a0303be19",
      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#OR.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The Oregon limited liability company conversion provision states who approves the plan and permits any greater or lesser vote allowed by the specified governing document or law.",
      "fetch_event_id": null,
      "pinpoint": "ORS 63.467-.479; approval rule",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "63.473 Action on plan of conversion. (1) A plan of conversion shall be approved as follows: (a) In the case of a limited liability company, by a majority vote of its members, or by a greater vote if required by its articles of organization or any operating agreement. (b) In the case of a business entity other than a limited liability company, as provided by the statutes governing that business entity.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch63-llc-act.html",
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      "source_class": "S1",
      "source_sha256": "5e5cd55dba96fabc1774aef3348e5303e1e05990dd84cdb10e7b52bec47b4d30",
      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OR.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The conversion effects rule preserves entity existence, property, obligations, pending proceedings, converted ownership interests, and the stated pre- and post-conversion liability rules.",
      "fetch_event_id": null,
      "pinpoint": "ORS 63.467-.479; complete effect-of-conversion section",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "63.479 Effect of conversion; entity existence continues; assumed business name. (1) When a conversion to or from a limited liability company pursuant to ORS 63.470 takes effect: (a) The business entity continues its existence despite the conversion; (b) Title to all real estate and other property owned by the converting business entity is vested in the converted business entity without reversion or impairment; (c) All obligations of the converting business entity including, without limitation, contractual, tort, statutory and administrative obligations are obligations of the converted business entity; (d) An action or proceeding pending against the converting business entity or its owners may be continued as if the conversion had not occurred, or the converted business entity may be substituted as a party to the action or proceeding; (e) The ownership interests of each owner that are to be converted into ownership interests or obligations of the converted business entity or any other business entity, or into cash or other property, are converted as provided in the plan of conversion; (f) Liability of an owner for obligations of the business entity shall be determined: (A) As to liabilities incurred by the business entity prior to conversion, according to laws applicable prior to conversion; and (B) As to liabilities incurred by the business entity after conversion, according to laws applicable after conversion, except as provided in paragraph (g) of this subsection; (g) If prior to conversion an owner of a business entity was a partner of a partnership or general partner of a limited partnership and was personally liable for the business entity’s liabilities, and after conversion is an owner normally protected from personal liability, then such owner shall continue to be personally liable for the business entity’s liabilities incurred during the 12 months following conversion, if the other party or parties to the transaction reasonably believed that the owner would be personally liable and had not received notice of the conversion; and (h) Unless the converted business entity is a partnership, the registration of an assumed business name of a business entity under ORS chapter 648 shall continue as the assumed business name of the converted business entity. If the converted business entity is a partnership, the converting business entity shall amend or cancel the registration of the assumed business name under ORS chapter 648, and the partners of the partnership shall register the name as an assumed business name under ORS chapter 648. (2) Owners of the business entity that converted are entitled to: (a) In the case of limited liability companies, only the rights provided in the plan of conversion; and (b) In the case of owners of business entities other than limited liability companies, the rights provided in the plan of conversion and in the statutes applicable to the business entity prior to conversion, including, without limitation, any rights to dissent, to dissociate, to withdraw, to recover for breach of any duty or obligation owed by the other owners, and to obtain an appraisal or payment for the value of an owner’s interest. [1999 c.362 §35; 2001 c.315 §4]",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch63-llc-act.html",
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      "source_sha256": "5e5cd55dba96fabc1774aef3348e5303e1e05990dd84cdb10e7b52bec47b4d30",
      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OR.llc.conversion_authorization_posture.inbound": {
      "additional_sources": [
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          "pinpoint": "ORS 63.467-.479; business-entity definition",
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          "quote": "63.467 Definitions for ORS 63.467 to 63.497. As used in ORS 63.467 to 63.497: (1) “Business entity” means: (a) Any of the following for-profit entities: (A) A professional corporation organized under ORS chapter 58, predecessor law or comparable law of another jurisdiction; (B) A corporation organized under ORS chapter 60, predecessor law or comparable law of another jurisdiction; (C) A limited liability company organized under this chapter or comparable law of another jurisdiction; (D) A partnership organized in Oregon after January 1, 1998, or that is registered as a limited liability partnership, or that has elected to be governed by ORS chapter 67, and a partnership governed by law of another jurisdiction that expressly provides for conversions and mergers; and (E) A limited partnership organized under ORS chapter 70, predecessor law or comparable law of another jurisdiction; and (b) A cooperative organized under ORS chapter 62, predecessor law or comparable law of another jurisdiction. (2) “Organizational document” means the following for an Oregon business entity or, for a foreign business entity, a document equivalent to the following: (a) In the case of a corporation, professional corporation or cooperative, articles of incorporation; (b) In the case of a limited liability company, articles of organization; (c) In the case of a partnership, a partnership agreement and, for a limited liability partnership, its registration; and (d) In the case of a limited partnership, a certificate of limited partnership. (3) “Owner” means a: (a) Shareholder of a corporation or of a professional corporation; (b) Member or shareholder of a cooperative; (c) Member of a limited liability company; (d) Partner of a partnership; and (e) General partner or limited partner of a limited partnership. [1999 c.362 §31; 2003 c.80 §27]",
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      "quote": "63.470 Conversion. (1)(a) A business entity may be converted to a limited liability company organized under this chapter. (b) A limited liability company organized under this chapter may be converted to another business entity organized under the laws of this state if the statutes that govern the other business entity permit the conversion. (c) A business entity may perform a conversion described in paragraph (a) or (b) of this subsection by approving a plan of conversion and filing articles of conversion. (2) A limited liability company organized under this chapter may be converted to a business entity organized under the laws of another jurisdiction if: (a) The laws of the other jurisdiction permit the conversion; (b) The converting limited liability company approves a plan of conversion; (c) Articles of conversion are filed in this state; (d)(A) The converted business entity submits an application for filing to the Secretary of State to transact business as a foreign business entity of the type into which the limited liability company converted unless the converted business entity does not intend to continue to transact business in this state; and (B) The converted business entity meets all other requirements the laws of this state prescribe for authorization to transact business as a foreign business entity of the type into which the business entity converted; and (e) The limited liability company complies with any requirements that the laws of the other jurisdiction impose with respect to the conversion. (3) The plan of conversion must set forth: (a) The name and type of the business entity prior to conversion; (b) The name and type of the business entity after conversion; (c) A summary of the material terms and conditions of the conversion; (d) The manner and basis of converting the ownership interests of each owner into ownership interests or obligations of the converted business entity or any other business entity, or into cash or other property in whole or in part; and (e) Any additional information that the statutes that govern converted business entities of the type into which the limited liability company converted require in the organizational document of the converted business entity. (4) The plan of conversion may set forth other provisions relating to the conversion. [1999 c.362 §32; 2001 c.315 §16; 2003 c.80 §20; 2011 c.147 §9]",
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          "quote": "63.467 Definitions for ORS 63.467 to 63.497. As used in ORS 63.467 to 63.497: (1) “Business entity” means: (a) Any of the following for-profit entities: (A) A professional corporation organized under ORS chapter 58, predecessor law or comparable law of another jurisdiction; (B) A corporation organized under ORS chapter 60, predecessor law or comparable law of another jurisdiction; (C) A limited liability company organized under this chapter or comparable law of another jurisdiction; (D) A partnership organized in Oregon after January 1, 1998, or that is registered as a limited liability partnership, or that has elected to be governed by ORS chapter 67, and a partnership governed by law of another jurisdiction that expressly provides for conversions and mergers; and (E) A limited partnership organized under ORS chapter 70, predecessor law or comparable law of another jurisdiction; and (b) A cooperative organized under ORS chapter 62, predecessor law or comparable law of another jurisdiction. (2) “Organizational document” means the following for an Oregon business entity or, for a foreign business entity, a document equivalent to the following: (a) In the case of a corporation, professional corporation or cooperative, articles of incorporation; (b) In the case of a limited liability company, articles of organization; (c) In the case of a partnership, a partnership agreement and, for a limited liability partnership, its registration; and (d) In the case of a limited partnership, a certificate of limited partnership. (3) “Owner” means a: (a) Shareholder of a corporation or of a professional corporation; (b) Member or shareholder of a cooperative; (c) Member of a limited liability company; (d) Partner of a partnership; and (e) General partner or limited partner of a limited partnership. [1999 c.362 §31; 2003 c.80 §27]",
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      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OR.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "ORS 63.467-.479; organizational-document definitions",
          "quote": "63.467 Definitions for ORS 63.467 to 63.497. As used in ORS 63.467 to 63.497: (1) “Business entity” means: (a) Any of the following for-profit entities: (A) A professional corporation organized under ORS chapter 58, predecessor law or comparable law of another jurisdiction; (B) A corporation organized under ORS chapter 60, predecessor law or comparable law of another jurisdiction; (C) A limited liability company organized under this chapter or comparable law of another jurisdiction; (D) A partnership organized in Oregon after January 1, 1998, or that is registered as a limited liability partnership, or that has elected to be governed by ORS chapter 67, and a partnership governed by law of another jurisdiction that expressly provides for conversions and mergers; and (E) A limited partnership organized under ORS chapter 70, predecessor law or comparable law of another jurisdiction; and (b) A cooperative organized under ORS chapter 62, predecessor law or comparable law of another jurisdiction. (2) “Organizational document” means the following for an Oregon business entity or, for a foreign business entity, a document equivalent to the following: (a) In the case of a corporation, professional corporation or cooperative, articles of incorporation; (b) In the case of a limited liability company, articles of organization; (c) In the case of a partnership, a partnership agreement and, for a limited liability partnership, its registration; and (d) In the case of a limited partnership, a certificate of limited partnership. (3) “Owner” means a: (a) Shareholder of a corporation or of a professional corporation; (b) Member or shareholder of a cooperative; (c) Member of a limited liability company; (d) Partner of a partnership; and (e) General partner or limited partner of a limited partnership. [1999 c.362 §31; 2003 c.80 §27]",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch63-llc-act.html",
          "source_sha256": "5e5cd55dba96fabc1774aef3348e5303e1e05990dd84cdb10e7b52bec47b4d30",
          "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html"
        },
        {
          "pinpoint": "ORS 63.467-.479; plan contents",
          "quote": "63.470 Conversion. (1)(a) A business entity may be converted to a limited liability company organized under this chapter. (b) A limited liability company organized under this chapter may be converted to another business entity organized under the laws of this state if the statutes that govern the other business entity permit the conversion. (c) A business entity may perform a conversion described in paragraph (a) or (b) of this subsection by approving a plan of conversion and filing articles of conversion. (2) A limited liability company organized under this chapter may be converted to a business entity organized under the laws of another jurisdiction if: (a) The laws of the other jurisdiction permit the conversion; (b) The converting limited liability company approves a plan of conversion; (c) Articles of conversion are filed in this state; (d)(A) The converted business entity submits an application for filing to the Secretary of State to transact business as a foreign business entity of the type into which the limited liability company converted unless the converted business entity does not intend to continue to transact business in this state; and (B) The converted business entity meets all other requirements the laws of this state prescribe for authorization to transact business as a foreign business entity of the type into which the business entity converted; and (e) The limited liability company complies with any requirements that the laws of the other jurisdiction impose with respect to the conversion. (3) The plan of conversion must set forth: (a) The name and type of the business entity prior to conversion; (b) The name and type of the business entity after conversion; (c) A summary of the material terms and conditions of the conversion; (d) The manner and basis of converting the ownership interests of each owner into ownership interests or obligations of the converted business entity or any other business entity, or into cash or other property in whole or in part; and (e) Any additional information that the statutes that govern converted business entities of the type into which the limited liability company converted require in the organizational document of the converted business entity. (4) The plan of conversion may set forth other provisions relating to the conversion. [1999 c.362 §32; 2001 c.315 §16; 2003 c.80 §20; 2011 c.147 §9]",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch63-llc-act.html",
          "source_sha256": "5e5cd55dba96fabc1774aef3348e5303e1e05990dd84cdb10e7b52bec47b4d30",
          "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "After approval, the converting business entity files articles of conversion plus the plan or the permitted written declaration; the plan identifies any required target organizational information.",
      "fetch_event_id": null,
      "pinpoint": "ORS 63.467-.479; articles and plan of conversion",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "63.476 Articles and plan of conversion. (1) After the owners approve a conversion, the converting business entity shall: (a) File articles of conversion that state the name and type of business entity that existed before conversion and the name and type of business entity that will exist after conversion; and (b) File a plan of conversion or, in lieu of a plan of conversion, a written declaration that: (A) Identifies an address for an office of the converted entity where the plan of conversion is on file; and (B) States that the converted entity will provide any owner with a copy of the plan of conversion upon request and at no cost. (2) The conversion takes effect at the later of the date and time determined in accordance with ORS 63.011 or the date and time determined under the statutes that govern the business entity that is not a limited liability company. [1999 c.362 §34; 2001 c.315 §9; 2015 c.28 §3]",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch63-llc-act.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5e5cd55dba96fabc1774aef3348e5303e1e05990dd84cdb10e7b52bec47b4d30",
      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OR.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "For conversion of an Oregon limited liability company into an entity organized in another jurisdiction, that jurisdiction's law must permit the conversion.",
      "fetch_event_id": null,
      "pinpoint": "ORS 63.467-.479; paired-jurisdiction condition",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) A limited liability company organized under this chapter may be converted to a business entity organized under the laws of another jurisdiction if: (a) The laws of the other jurisdiction permit the conversion; (b) The converting limited liability company approves a plan of conversion; (c) Articles of conversion are filed in this state; (d)(A) The converted business entity submits an application for filing to the Secretary of State to transact business as a foreign business entity of the type into which the limited liability company converted unless the converted business entity does not intend to continue to transact business in this state; and (B) The converted business entity meets all other requirements the laws of this state prescribe for authorization to transact business as a foreign business entity of the type into which the business entity converted; and (e) The limited liability company complies with any requirements that the laws of the other jurisdiction impose with respect to the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch63-llc-act.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5e5cd55dba96fabc1774aef3348e5303e1e05990dd84cdb10e7b52bec47b4d30",
      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OR.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Oregon uses “conversion” for a same-type change of home jurisdiction involving a limited liability company.",
      "fetch_event_id": null,
      "pinpoint": "ORS 63.467-.479; statutory term for interstate move",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) A limited liability company organized under this chapter may be converted to a business entity organized under the laws of another jurisdiction if: (a) The laws of the other jurisdiction permit the conversion; (b) The converting limited liability company approves a plan of conversion; (c) Articles of conversion are filed in this state; (d)(A) The converted business entity submits an application for filing to the Secretary of State to transact business as a foreign business entity of the type into which the limited liability company converted unless the converted business entity does not intend to continue to transact business in this state; and (B) The converted business entity meets all other requirements the laws of this state prescribe for authorization to transact business as a foreign business entity of the type into which the business entity converted; and (e) The limited liability company complies with any requirements that the laws of the other jurisdiction impose with respect to the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch63-llc-act.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5e5cd55dba96fabc1774aef3348e5303e1e05990dd84cdb10e7b52bec47b4d30",
      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OR.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in the complete Oregon limited liability company conversion provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch63-llc-act.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5e5cd55dba96fabc1774aef3348e5303e1e05990dd84cdb10e7b52bec47b4d30",
      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OR.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The Oregon limited partnership conversion provision states who approves the plan and permits any greater or lesser vote allowed by the specified governing document or law.",
      "fetch_event_id": null,
      "pinpoint": "ORS 70.500-.520; approval rule",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "70.510 Action on plan of conversion. (1) A plan of conversion shall be approved as follows: (a) In the case of a limited partnership, by all the partners, unless a lesser vote is provided for in the certificate of limited partnership or, in the case of a foreign limited partnership, by the law of the jurisdiction in which the limited partnership is organized. (b) In the case of a business entity other than a limited partnership, as provided by the statutes governing that business entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch70-lp-act.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b332de8a72ead9bb79ba9bf4a65ff39c2b93f362d77074da17353250cc0f37e5",
      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OR.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The conversion effects rule preserves entity existence, property, obligations, pending proceedings, converted ownership interests, and the stated pre- and post-conversion liability rules.",
      "fetch_event_id": null,
      "pinpoint": "ORS 70.500-.520; complete effect-of-conversion section",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "70.520 Effect of conversion; assumed business name. (1) When a conversion to or from a limited partnership pursuant to ORS 70.505 takes effect: (a) The business entity continues its existence despite the conversion; (b) Title to all real estate and other property owned by the converting business entity is vested in the converted business entity without reversion or impairment; (c) All obligations of the converting business entity, including, without limitation, contractual, tort, statutory and administrative obligations, are obligations of the converted business entity; (d) An action or proceeding pending against the converting business entity or its owners may be continued as if the conversion had not occurred, or the converted business entity may be substituted as a party to the action or proceeding; (e) The ownership interests of each owner that are to be converted into ownership interests or obligations of the converted business entity or any other business entity, or into cash or other property, are converted as provided in the plan of conversion; (f) Liability of an owner for obligations of the business entity, including, without limitation, contractual, tort, statutory and administrative obligations, shall be determined: (A) As to obligations incurred prior to conversion, according to the laws applicable prior to conversion, except as provided in paragraph (g) of this subsection; and (B) As to obligations incurred after conversion, according to the laws applicable after conversion, except as provided in paragraph (h) of this subsection; (g) If the converting business entity is a limited partnership or a foreign limited partnership and its obligations incurred before the conversion are not satisfied by the converted business entity, the persons who were general partners of the converting business entity immediately before the effective date of the conversion shall contribute the amount necessary to satisfy the converting business entity’s obligations in the manner provided in ORS 67.315, or in the limited partnership statutes of the jurisdiction in which the entity was formed, as if the converting business entity were dissolved; and (h) If prior to conversion an owner of a business entity was a partner of a partnership or general partner of a limited partnership or foreign limited partnership, and was personally liable for the business entity’s obligations, and after conversion is an owner normally protected from personal liability, then such owner shall continue to be personally liable for the business entity’s obligations incurred during the 12 months following conversion, if the other party or parties to the transaction reasonably believed that the owner would be personally liable and had not received notice of the conversion. (2) Owners of the business entity that converted are entitled to the rights provided in the plan of conversion and: (a) In the case of a limited partnership, a limited partner who did not vote in favor of the conversion is considered to be a partner who has withdrawn from the limited partnership effective immediately upon the effective date of the conversion unless, within 60 days after the later of the effective date of the conversion or the date the partner receives notice of the conversion, the partner notifies the partnership of the partner’s desire not to withdraw. A withdrawal under this paragraph is not a wrongful withdrawal; and (b) In the case of owners of business entities other than limited partnerships, the rights provided in the statutes applicable to the business entity prior to conversion, including, without limitation, any rights to dissent, to dissociate, to withdraw, to recover for breach of any duty or obligation owed by the other owners, and to obtain an appraisal or payment for the value of an owner’s interest. (3) Unless the converted business entity is a partnership, the registration of an assumed business name of a business entity under ORS chapter 648 shall continue as the assumed business name of the converted business entity. If the converted business entity is a partnership, the converting business entity shall amend or cancel the registration of the assumed business name under ORS chapter 648, and the partners of the partnership shall register the name as an assumed business name under ORS chapter 648. [1999 c.362 §60; 2001 c.315 §6]",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch70-lp-act.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b332de8a72ead9bb79ba9bf4a65ff39c2b93f362d77074da17353250cc0f37e5",
      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OR.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "ORS 70.500-.520; business-entity definition",
          "quote": "70.500 Definitions for ORS 70.500 to 70.540. As used in ORS 70.500 to 70.540: (1) “Business entity” means: (a) Any of the following for-profit entities: (A) A professional corporation organized under ORS chapter 58, predecessor law or comparable law of another jurisdiction; (B) A corporation organized under ORS chapter 60, predecessor law or comparable law of another jurisdiction; (C) A limited liability company organized under ORS chapter 63 or comparable law of another jurisdiction; (D) A partnership organized in Oregon after January 1, 1998, or that is registered as a limited liability partnership, or that has elected to be governed by ORS chapter 67, and a partnership governed by law of another jurisdiction that expressly provides for conversions and mergers; and (E) A limited partnership organized under this chapter, predecessor law or comparable law of another jurisdiction; and (b) A cooperative organized under ORS chapter 62, predecessor law or comparable law of another jurisdiction. (2) “Organizational document” means the following for an Oregon business entity or, for a foreign business entity, a document equivalent to the following: (a) In the case of a corporation, professional corporation or cooperative, articles of incorporation; (b) In the case of a limited liability company, articles of organization; (c) In the case of a partnership, a partnership agreement and, for a limited liability partnership, its registration; and (d) In the case of a limited partnership, a certificate of limited partnership. (3) “Owner” means a: (a) Shareholder of a corporation or of a professional corporation; (b) Member or shareholder of a cooperative; (c) Member of a limited liability company; (d) Partner of a partnership; and (e) General partner or limited partner of a limited partnership. [1999 c.362 §56; 2003 c.80 §29]",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch70-lp-act.html",
          "source_sha256": "b332de8a72ead9bb79ba9bf4a65ff39c2b93f362d77074da17353250cc0f37e5",
          "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A business entity within Oregon's statutory definition may convert into an Oregon limited partnership by approving a plan and filing articles of conversion.",
      "fetch_event_id": null,
      "pinpoint": "ORS 70.500-.520; inbound conversion",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "70.505 Conversion. (1)(a) A business entity may be converted to a limited partnership organized under this chapter. (b) A limited partnership organized under this chapter may be converted to another business entity organized under the laws of this state if the statutes that govern the other business entity permit the conversion. (c) A business entity may perform a conversion described in paragraph (a) or (b) of this subsection by approving a plan of conversion and filing articles of conversion.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch70-lp-act.html",
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      "source_class": "S1",
      "source_sha256": "b332de8a72ead9bb79ba9bf4a65ff39c2b93f362d77074da17353250cc0f37e5",
      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OR.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "ORS 70.500-.520; business-entity definition",
          "quote": "70.500 Definitions for ORS 70.500 to 70.540. As used in ORS 70.500 to 70.540: (1) “Business entity” means: (a) Any of the following for-profit entities: (A) A professional corporation organized under ORS chapter 58, predecessor law or comparable law of another jurisdiction; (B) A corporation organized under ORS chapter 60, predecessor law or comparable law of another jurisdiction; (C) A limited liability company organized under ORS chapter 63 or comparable law of another jurisdiction; (D) A partnership organized in Oregon after January 1, 1998, or that is registered as a limited liability partnership, or that has elected to be governed by ORS chapter 67, and a partnership governed by law of another jurisdiction that expressly provides for conversions and mergers; and (E) A limited partnership organized under this chapter, predecessor law or comparable law of another jurisdiction; and (b) A cooperative organized under ORS chapter 62, predecessor law or comparable law of another jurisdiction. (2) “Organizational document” means the following for an Oregon business entity or, for a foreign business entity, a document equivalent to the following: (a) In the case of a corporation, professional corporation or cooperative, articles of incorporation; (b) In the case of a limited liability company, articles of organization; (c) In the case of a partnership, a partnership agreement and, for a limited liability partnership, its registration; and (d) In the case of a limited partnership, a certificate of limited partnership. (3) “Owner” means a: (a) Shareholder of a corporation or of a professional corporation; (b) Member or shareholder of a cooperative; (c) Member of a limited liability company; (d) Partner of a partnership; and (e) General partner or limited partner of a limited partnership. [1999 c.362 §56; 2003 c.80 §29]",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch70-lp-act.html",
          "source_sha256": "b332de8a72ead9bb79ba9bf4a65ff39c2b93f362d77074da17353250cc0f37e5",
          "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "An Oregon limited partnership may convert to a qualifying business entity in Oregon or another jurisdiction under the stated plan, filing, foreign-authorization, and compliance rules.",
      "fetch_event_id": null,
      "pinpoint": "ORS 70.500-.520; outbound conversion",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "70.505 Conversion. (1)(a) A business entity may be converted to a limited partnership organized under this chapter. (b) A limited partnership organized under this chapter may be converted to another business entity organized under the laws of this state if the statutes that govern the other business entity permit the conversion. (c) A business entity may perform a conversion described in paragraph (a) or (b) of this subsection by approving a plan of conversion and filing articles of conversion. (2) A limited partnership organized under this chapter may be converted to a business entity organized under the laws of another jurisdiction if: (a) The laws of the other jurisdiction permit the conversion; (b) The converting limited partnership approves a plan of conversion; (c) Articles of conversion are filed in this state; (d)(A) The converted business entity submits an application for filing to the Secretary of State to transact business as a foreign business entity of the type into which the business entity converted unless the converted business entity does not intend to continue to transact business in this state; and (B) The converted business entity meets all other requirements the laws of this state prescribe for authorization to transact business as a foreign business entity of the type into which the business entity converted; and (e) The limited partnership complies with any requirements that the laws of the other jurisdiction impose with respect to the conversion. (3) A plan of conversion must set forth: (a) The name and type of business entity prior to conversion; (b) The name and type of the business entity after conversion; (c) A summary of the material terms and conditions of the conversion; (d) The manner and basis of converting the ownership interests of each owner into ownership interests or obligations of the converted business entity or any other business entity, or into cash or other property in whole or in part; and (e) Any additional information that the statutes that govern converted business entities of the type into which the business entity converted require in the organizational document of the converted business entity. (4) The plan of conversion may set forth other provisions relating to the conversion. [1999 c.362 §57; 2001 c.315 §20; 2003 c.80 §24; 2011 c.147 §23]",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch70-lp-act.html",
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      "source_sha256": "b332de8a72ead9bb79ba9bf4a65ff39c2b93f362d77074da17353250cc0f37e5",
      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OR.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "ORS 70.500-.520; business-entity definition",
          "quote": "70.500 Definitions for ORS 70.500 to 70.540. As used in ORS 70.500 to 70.540: (1) “Business entity” means: (a) Any of the following for-profit entities: (A) A professional corporation organized under ORS chapter 58, predecessor law or comparable law of another jurisdiction; (B) A corporation organized under ORS chapter 60, predecessor law or comparable law of another jurisdiction; (C) A limited liability company organized under ORS chapter 63 or comparable law of another jurisdiction; (D) A partnership organized in Oregon after January 1, 1998, or that is registered as a limited liability partnership, or that has elected to be governed by ORS chapter 67, and a partnership governed by law of another jurisdiction that expressly provides for conversions and mergers; and (E) A limited partnership organized under this chapter, predecessor law or comparable law of another jurisdiction; and (b) A cooperative organized under ORS chapter 62, predecessor law or comparable law of another jurisdiction. (2) “Organizational document” means the following for an Oregon business entity or, for a foreign business entity, a document equivalent to the following: (a) In the case of a corporation, professional corporation or cooperative, articles of incorporation; (b) In the case of a limited liability company, articles of organization; (c) In the case of a partnership, a partnership agreement and, for a limited liability partnership, its registration; and (d) In the case of a limited partnership, a certificate of limited partnership. (3) “Owner” means a: (a) Shareholder of a corporation or of a professional corporation; (b) Member or shareholder of a cooperative; (c) Member of a limited liability company; (d) Partner of a partnership; and (e) General partner or limited partner of a limited partnership. [1999 c.362 §56; 2003 c.80 §29]",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch70-lp-act.html",
          "source_sha256": "b332de8a72ead9bb79ba9bf4a65ff39c2b93f362d77074da17353250cc0f37e5",
          "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Oregon calls the transaction a conversion: a foreign limited partnership within the business-entity definition may convert into an Oregon limited partnership through the stated plan and filing process.",
      "fetch_event_id": null,
      "pinpoint": "ORS 70.500-.520; foreign same-type entity converts inbound",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "70.505 Conversion. (1)(a) A business entity may be converted to a limited partnership organized under this chapter. (b) A limited partnership organized under this chapter may be converted to another business entity organized under the laws of this state if the statutes that govern the other business entity permit the conversion. (c) A business entity may perform a conversion described in paragraph (a) or (b) of this subsection by approving a plan of conversion and filing articles of conversion.",
      "readiness": "ready",
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      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OR.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "ORS 70.500-.520; business-entity definition",
          "quote": "70.500 Definitions for ORS 70.500 to 70.540. As used in ORS 70.500 to 70.540: (1) “Business entity” means: (a) Any of the following for-profit entities: (A) A professional corporation organized under ORS chapter 58, predecessor law or comparable law of another jurisdiction; (B) A corporation organized under ORS chapter 60, predecessor law or comparable law of another jurisdiction; (C) A limited liability company organized under ORS chapter 63 or comparable law of another jurisdiction; (D) A partnership organized in Oregon after January 1, 1998, or that is registered as a limited liability partnership, or that has elected to be governed by ORS chapter 67, and a partnership governed by law of another jurisdiction that expressly provides for conversions and mergers; and (E) A limited partnership organized under this chapter, predecessor law or comparable law of another jurisdiction; and (b) A cooperative organized under ORS chapter 62, predecessor law or comparable law of another jurisdiction. (2) “Organizational document” means the following for an Oregon business entity or, for a foreign business entity, a document equivalent to the following: (a) In the case of a corporation, professional corporation or cooperative, articles of incorporation; (b) In the case of a limited liability company, articles of organization; (c) In the case of a partnership, a partnership agreement and, for a limited liability partnership, its registration; and (d) In the case of a limited partnership, a certificate of limited partnership. (3) “Owner” means a: (a) Shareholder of a corporation or of a professional corporation; (b) Member or shareholder of a cooperative; (c) Member of a limited liability company; (d) Partner of a partnership; and (e) General partner or limited partner of a limited partnership. [1999 c.362 §56; 2003 c.80 §29]",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch70-lp-act.html",
          "source_sha256": "b332de8a72ead9bb79ba9bf4a65ff39c2b93f362d77074da17353250cc0f37e5",
          "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Oregon calls the transaction a conversion: an Oregon limited partnership may convert into a foreign limited partnership if the other jurisdiction permits it and all stated conditions are met.",
      "fetch_event_id": null,
      "pinpoint": "ORS 70.500-.520; same-type conversion to another jurisdiction",
      "public_reason": null,
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      "quote": "(2) A limited partnership organized under this chapter may be converted to a business entity organized under the laws of another jurisdiction if: (a) The laws of the other jurisdiction permit the conversion; (b) The converting limited partnership approves a plan of conversion; (c) Articles of conversion are filed in this state; (d)(A) The converted business entity submits an application for filing to the Secretary of State to transact business as a foreign business entity of the type into which the business entity converted unless the converted business entity does not intend to continue to transact business in this state; and (B) The converted business entity meets all other requirements the laws of this state prescribe for authorization to transact business as a foreign business entity of the type into which the business entity converted; and (e) The limited partnership complies with any requirements that the laws of the other jurisdiction impose with respect to the conversion.",
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      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#OR.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "ORS 70.500-.520; inbound authorization",
          "quote": "70.505 Conversion. (1)(a) A business entity may be converted to a limited partnership organized under this chapter. (b) A limited partnership organized under this chapter may be converted to another business entity organized under the laws of this state if the statutes that govern the other business entity permit the conversion. (c) A business entity may perform a conversion described in paragraph (a) or (b) of this subsection by approving a plan of conversion and filing articles of conversion.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch70-lp-act.html",
          "source_sha256": "b332de8a72ead9bb79ba9bf4a65ff39c2b93f362d77074da17353250cc0f37e5",
          "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html"
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      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The business-entity definition enumerates the entity forms eligible to convert into an Oregon limited partnership, including qualifying forms organized under comparable foreign law.",
      "fetch_event_id": null,
      "pinpoint": "ORS 70.500-.520; complete business-entity definition",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "70.500 Definitions for ORS 70.500 to 70.540. As used in ORS 70.500 to 70.540: (1) “Business entity” means: (a) Any of the following for-profit entities: (A) A professional corporation organized under ORS chapter 58, predecessor law or comparable law of another jurisdiction; (B) A corporation organized under ORS chapter 60, predecessor law or comparable law of another jurisdiction; (C) A limited liability company organized under ORS chapter 63 or comparable law of another jurisdiction; (D) A partnership organized in Oregon after January 1, 1998, or that is registered as a limited liability partnership, or that has elected to be governed by ORS chapter 67, and a partnership governed by law of another jurisdiction that expressly provides for conversions and mergers; and (E) A limited partnership organized under this chapter, predecessor law or comparable law of another jurisdiction; and (b) A cooperative organized under ORS chapter 62, predecessor law or comparable law of another jurisdiction. (2) “Organizational document” means the following for an Oregon business entity or, for a foreign business entity, a document equivalent to the following: (a) In the case of a corporation, professional corporation or cooperative, articles of incorporation; (b) In the case of a limited liability company, articles of organization; (c) In the case of a partnership, a partnership agreement and, for a limited liability partnership, its registration; and (d) In the case of a limited partnership, a certificate of limited partnership. (3) “Owner” means a: (a) Shareholder of a corporation or of a professional corporation; (b) Member or shareholder of a cooperative; (c) Member of a limited liability company; (d) Partner of a partnership; and (e) General partner or limited partner of a limited partnership. [1999 c.362 §56; 2003 c.80 §29]",
      "readiness": "ready",
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      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#OR.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "ORS 70.500-.520; outbound authorization",
          "quote": "70.505 Conversion. (1)(a) A business entity may be converted to a limited partnership organized under this chapter. (b) A limited partnership organized under this chapter may be converted to another business entity organized under the laws of this state if the statutes that govern the other business entity permit the conversion. (c) A business entity may perform a conversion described in paragraph (a) or (b) of this subsection by approving a plan of conversion and filing articles of conversion. (2) A limited partnership organized under this chapter may be converted to a business entity organized under the laws of another jurisdiction if: (a) The laws of the other jurisdiction permit the conversion; (b) The converting limited partnership approves a plan of conversion; (c) Articles of conversion are filed in this state; (d)(A) The converted business entity submits an application for filing to the Secretary of State to transact business as a foreign business entity of the type into which the business entity converted unless the converted business entity does not intend to continue to transact business in this state; and (B) The converted business entity meets all other requirements the laws of this state prescribe for authorization to transact business as a foreign business entity of the type into which the business entity converted; and (e) The limited partnership complies with any requirements that the laws of the other jurisdiction impose with respect to the conversion. (3) A plan of conversion must set forth: (a) The name and type of business entity prior to conversion; (b) The name and type of the business entity after conversion; (c) A summary of the material terms and conditions of the conversion; (d) The manner and basis of converting the ownership interests of each owner into ownership interests or obligations of the converted business entity or any other business entity, or into cash or other property in whole or in part; and (e) Any additional information that the statutes that govern converted business entities of the type into which the business entity converted require in the organizational document of the converted business entity. (4) The plan of conversion may set forth other provisions relating to the conversion. [1999 c.362 §57; 2001 c.315 §20; 2003 c.80 §24; 2011 c.147 §23]",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch70-lp-act.html",
          "source_sha256": "b332de8a72ead9bb79ba9bf4a65ff39c2b93f362d77074da17353250cc0f37e5",
          "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html"
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      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The business-entity definition enumerates the entity forms eligible as conversion targets for an Oregon limited partnership, subject to the authorization clauses.",
      "fetch_event_id": null,
      "pinpoint": "ORS 70.500-.520; complete business-entity definition",
      "public_reason": null,
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      "quote": "70.500 Definitions for ORS 70.500 to 70.540. As used in ORS 70.500 to 70.540: (1) “Business entity” means: (a) Any of the following for-profit entities: (A) A professional corporation organized under ORS chapter 58, predecessor law or comparable law of another jurisdiction; (B) A corporation organized under ORS chapter 60, predecessor law or comparable law of another jurisdiction; (C) A limited liability company organized under ORS chapter 63 or comparable law of another jurisdiction; (D) A partnership organized in Oregon after January 1, 1998, or that is registered as a limited liability partnership, or that has elected to be governed by ORS chapter 67, and a partnership governed by law of another jurisdiction that expressly provides for conversions and mergers; and (E) A limited partnership organized under this chapter, predecessor law or comparable law of another jurisdiction; and (b) A cooperative organized under ORS chapter 62, predecessor law or comparable law of another jurisdiction. (2) “Organizational document” means the following for an Oregon business entity or, for a foreign business entity, a document equivalent to the following: (a) In the case of a corporation, professional corporation or cooperative, articles of incorporation; (b) In the case of a limited liability company, articles of organization; (c) In the case of a partnership, a partnership agreement and, for a limited liability partnership, its registration; and (d) In the case of a limited partnership, a certificate of limited partnership. (3) “Owner” means a: (a) Shareholder of a corporation or of a professional corporation; (b) Member or shareholder of a cooperative; (c) Member of a limited liability company; (d) Partner of a partnership; and (e) General partner or limited partner of a limited partnership. [1999 c.362 §56; 2003 c.80 §29]",
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      "source_sha256": "b332de8a72ead9bb79ba9bf4a65ff39c2b93f362d77074da17353250cc0f37e5",
      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#OR.lp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "ORS 56.140(1)-(4); business-registry filing-fee schedule",
          "quote": "56.140 Fees; waiver; rules. (1) The Secretary of State shall collect a nonrefundable fee of $100 for each of the following documents delivered to the Secretary of State for filing: (a) Articles of incorporation delivered for filing under ORS 58.085. (b) Articles of incorporation delivered for filing under ORS 60.051. (c) Articles of incorporation delivered for filing under ORS 62.511. (d) Articles of organization delivered for filing under ORS 63.051. (e) Applications for registration delivered for filing under ORS 67.603. (f) Certificates of limited partnership delivered for filing under ORS 70.075. (g) Trust documents delivered for filing under ORS 128.575. (h) Articles of incorporation delivered for filing under ORS 554.020. (2) The Secretary of State shall collect a nonrefundable fee of $100 for annual reports delivered for filing by an entity subject to a fee under subsection (1) of this section, and for any other related document that the entity may or must file with the Secretary of State. (3)(a) Except as provided in paragraph (b) of this subsection, the Secretary of State shall collect a nonrefundable fee of $275 for each of the following documents delivered to the Secretary of State for filing: (A) Applications for authority to transact business in this state delivered under ORS 58.134, 60.707, 63.707 or 67.710. (B) Applications for registration under ORS 70.355. (C) Annual reports delivered for filing by an entity subject to a fee under subparagraph (A) or (B) of this paragraph, and for any other related document that the entity may or must file with the Secretary of State. (b) If an eligible Indian tribe, as defined in ORS 307.181 (4)(a), owns, charters or registers an entity or otherwise authorizes an entity to conduct business and the entity files a document that is subject to a fee under paragraph (a) of this subsection, the Secretary of State shall collect a nonrefundable fee of $100 for filing the document if the entity accompanies the filing with a certificate showing that the eligible Indian tribe owned, chartered or registered the entity or otherwise authorized the entity to conduct business. The Secretary of State by rule may specify the type or form and format of the certificate that the Secretary of State will accept under this paragraph. (4) For documents other than those specified in subsections (1), (2) and (3) of this section, except as provided in ORS 65.787 (6), the Secretary of State shall collect a nonrefundable fee of $50 for each document delivered for filing to the Secretary of State as part of the secretary’s business registry functions described in ORS 56.022.",
          "role": "corroborating operative text",
          "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/c50/OR/OR/44189c34ad83608bf662949cc22ef28d5aff7da90042cd0968160fdb26e5617e.html",
          "source_sha256": "44189c34ad83608bf662949cc22ef28d5aff7da90042cd0968160fdb26e5617e",
          "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors056.html"
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      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The Oregon limited partnership act incorporates the Secretary of State filing-fee schedule in ORS 56.140 for documents filed under the act.",
      "fetch_event_id": null,
      "pinpoint": "ORS 70.065; incorporation of ORS 56.140",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "70.065 Filing, service, copying and certification fees. The Secretary of State shall collect the fees described in ORS 56.140 for each document delivered for filing under this chapter and for process served on the secretary under this chapter. The secretary may collect the fees described in ORS 56.140 for copying any public record under this chapter, certifying the copy or certifying to other facts of record under this chapter. [1991 c.132 §12; 1999 c.362 §§54,54a]",
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      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
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    "structuring:pp-conversion-domestication#OR.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "ORS 70.500-.520; organizational-document definitions",
          "quote": "70.500 Definitions for ORS 70.500 to 70.540. As used in ORS 70.500 to 70.540: (1) “Business entity” means: (a) Any of the following for-profit entities: (A) A professional corporation organized under ORS chapter 58, predecessor law or comparable law of another jurisdiction; (B) A corporation organized under ORS chapter 60, predecessor law or comparable law of another jurisdiction; (C) A limited liability company organized under ORS chapter 63 or comparable law of another jurisdiction; (D) A partnership organized in Oregon after January 1, 1998, or that is registered as a limited liability partnership, or that has elected to be governed by ORS chapter 67, and a partnership governed by law of another jurisdiction that expressly provides for conversions and mergers; and (E) A limited partnership organized under this chapter, predecessor law or comparable law of another jurisdiction; and (b) A cooperative organized under ORS chapter 62, predecessor law or comparable law of another jurisdiction. (2) “Organizational document” means the following for an Oregon business entity or, for a foreign business entity, a document equivalent to the following: (a) In the case of a corporation, professional corporation or cooperative, articles of incorporation; (b) In the case of a limited liability company, articles of organization; (c) In the case of a partnership, a partnership agreement and, for a limited liability partnership, its registration; and (d) In the case of a limited partnership, a certificate of limited partnership. (3) “Owner” means a: (a) Shareholder of a corporation or of a professional corporation; (b) Member or shareholder of a cooperative; (c) Member of a limited liability company; (d) Partner of a partnership; and (e) General partner or limited partner of a limited partnership. [1999 c.362 §56; 2003 c.80 §29]",
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        {
          "pinpoint": "ORS 70.500-.520; plan contents",
          "quote": "70.505 Conversion. (1)(a) A business entity may be converted to a limited partnership organized under this chapter. (b) A limited partnership organized under this chapter may be converted to another business entity organized under the laws of this state if the statutes that govern the other business entity permit the conversion. (c) A business entity may perform a conversion described in paragraph (a) or (b) of this subsection by approving a plan of conversion and filing articles of conversion. (2) A limited partnership organized under this chapter may be converted to a business entity organized under the laws of another jurisdiction if: (a) The laws of the other jurisdiction permit the conversion; (b) The converting limited partnership approves a plan of conversion; (c) Articles of conversion are filed in this state; (d)(A) The converted business entity submits an application for filing to the Secretary of State to transact business as a foreign business entity of the type into which the business entity converted unless the converted business entity does not intend to continue to transact business in this state; and (B) The converted business entity meets all other requirements the laws of this state prescribe for authorization to transact business as a foreign business entity of the type into which the business entity converted; and (e) The limited partnership complies with any requirements that the laws of the other jurisdiction impose with respect to the conversion. (3) A plan of conversion must set forth: (a) The name and type of business entity prior to conversion; (b) The name and type of the business entity after conversion; (c) A summary of the material terms and conditions of the conversion; (d) The manner and basis of converting the ownership interests of each owner into ownership interests or obligations of the converted business entity or any other business entity, or into cash or other property in whole or in part; and (e) Any additional information that the statutes that govern converted business entities of the type into which the business entity converted require in the organizational document of the converted business entity. (4) The plan of conversion may set forth other provisions relating to the conversion. [1999 c.362 §57; 2001 c.315 §20; 2003 c.80 §24; 2011 c.147 §23]",
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          "snapshot_path": "rigs/entity-research/structuring/discovery/OR/snapshots/or-ors-ch70-lp-act.html",
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          "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html"
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      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "After approval, the converting business entity files articles of conversion plus the plan or the permitted written declaration; the plan identifies any required target organizational information.",
      "fetch_event_id": null,
      "pinpoint": "ORS 70.500-.520; articles and plan of conversion",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "70.515 Articles and plan of conversion. (1) After the owners approve a conversion, the converting business entity shall: (a) File articles of conversion that state the name and type of business entity that existed before conversion and the name and type of business entity that will exist after conversion; and (b) File a plan of conversion or, in lieu of a plan of conversion, a written declaration that: (A) Identifies an address for an office of the converted entity where the plan of conversion is on file; and (B) States that the converted entity will provide any owner with a copy of the plan of conversion upon request and at no cost. (2) The conversion takes effect on the latest of: (a) The time and date on which the articles of conversion are filed; (b) The time and date on which any additional filing requirements imposed pursuant to the statutes that govern the surviving business entity are satisfied; or (c) On the delayed effective date and time set forth in the filings. [1999 c.362 §59; 2001 c.315 §11; 2015 c.28 §10]",
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    "structuring:pp-conversion-domestication#OR.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "For conversion of an Oregon limited partnership into an entity organized in another jurisdiction, that jurisdiction's law must permit the conversion.",
      "fetch_event_id": null,
      "pinpoint": "ORS 70.500-.520; paired-jurisdiction condition",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) A limited partnership organized under this chapter may be converted to a business entity organized under the laws of another jurisdiction if: (a) The laws of the other jurisdiction permit the conversion; (b) The converting limited partnership approves a plan of conversion; (c) Articles of conversion are filed in this state; (d)(A) The converted business entity submits an application for filing to the Secretary of State to transact business as a foreign business entity of the type into which the business entity converted unless the converted business entity does not intend to continue to transact business in this state; and (B) The converted business entity meets all other requirements the laws of this state prescribe for authorization to transact business as a foreign business entity of the type into which the business entity converted; and (e) The limited partnership complies with any requirements that the laws of the other jurisdiction impose with respect to the conversion.",
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    "structuring:pp-conversion-domestication#OR.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Oregon uses “conversion” for a same-type change of home jurisdiction involving a limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "ORS 70.500-.520; statutory term for interstate move",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) A limited partnership organized under this chapter may be converted to a business entity organized under the laws of another jurisdiction if: (a) The laws of the other jurisdiction permit the conversion; (b) The converting limited partnership approves a plan of conversion; (c) Articles of conversion are filed in this state; (d)(A) The converted business entity submits an application for filing to the Secretary of State to transact business as a foreign business entity of the type into which the business entity converted unless the converted business entity does not intend to continue to transact business in this state; and (B) The converted business entity meets all other requirements the laws of this state prescribe for authorization to transact business as a foreign business entity of the type into which the business entity converted; and (e) The limited partnership complies with any requirements that the laws of the other jurisdiction impose with respect to the conversion.",
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      "source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
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    "structuring:pp-conversion-domestication#OR.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in the complete Oregon limited partnership conversion provisions.",
      "fetch_event_id": null,
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      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A business corporation generally requires board approval plus a majority of votes cast by eligible shareholders, including any required class vote.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 321(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as provided in section 1757 (relating to action by shareholders) or subsection (d) or (f), a plan shall be adopted by a domestic business corporation that is a party to the transaction under the plan upon receiving the affirmative vote of a majority of the votes cast by all shareholders entitled to vote on the plan and, if any class or series of shares is entitled to vote thereon as a class, the affirmative vote of a majority of the votes cast in each class vote. The holders of any class or series of shares of a domestic business corporation that is a party to a transaction under a plan that would effect any change in the articles of the corporation shall be entitled to vote as a class on the plan if they would have been entitled to a class vote under the provisions of section 1914 (relating to adoption of amendments) had the change been accomplished under Subchapter B of Chapter 19 (relating to amendment of articles). Except as provided in section 330, a proposed plan shall not be deemed to have been adopted by a domestic business corporation unless it has also been approved by the board of directors, regardless of the fact that the board has directed or suffered the submission of the plan to the shareholders for action.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A conversion continues the same association without interruption; property, liabilities, liens, rights, and pending proceedings continue under § 356(a).",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 356(a)(1)-(12), Subchapter E (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "When a conversion becomes effective, all of the following apply: (1) The converted association is: (i) Organized under and subject to the organic law of the converted association. (ii) The same association without interruption as the converting association. (iii) Deemed to have commenced its existence on the date the converting association commenced its existence in the jurisdiction in which the converting association was first created, incorporated, formed or otherwise came into existence, except for purposes of determining how the converted association is taxed. (2) All property of the converting association continues to be vested in the converted association without reversion or impairment, and the conversion shall not constitute a transfer of any of that property. (3) All debts, obligations and other liabilities of the converting association continue as debts, obligations and other liabilities of the converted association. (4) Except as provided by law, all of the rights, privileges, immunities and powers of the converting association continue to be vested without change in the converted association. (5) Liens on the property of the converting association shall not be impaired by the conversion. (6) A claim existing or an action or a proceeding pending by or against the converting association may be prosecuted to judgment as if the conversion had not taken place, and the name of the converted association may be substituted for the name of the converting association in any pending action or proceeding. (7) If a converted association is a filing association, its public organic record is effective. (8) If the converted association is a limited liability partnership or a limited liability limited partnership that is not using the alternative procedure in section 8201(f) (relating to scope), its statement of registration is effective. (9) If the converted association is an electing partnership, its statement of election is effective. (10) Any private organic rules of the converted association that are to be in record form and were approved as part of the plan of conversion are effective. (11) The interests in the converting association are converted or canceled in accordance with and as provided in the plan of conversion, and the interest holders of the converting association are entitled only to the rights provided to them under the plan and to any dissenters rights they have pursuant to section 317 (relating to contractual dissenters rights in entity transactions) or 353(c) (relating to approval of conversion). (12) Except as otherwise provided in the plan of conversion or organic rules pursuant to section 352(c) (relating to plan of conversion), the conversion does not constitute and shall not be deemed to result in a change of control of the converting association, and the converted association shall remain under the control of the same persons that controlled the converting association immediately before the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.corp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. § 102, definition of Entity",
          "quote": "\"Entity.\" A domestic or foreign: (1) business corporation; (2) nonprofit corporation; (3) general partnership; (4) limited partnership; (5) limited liability company; (6) unincorporated nonprofit association; (7) professional association; or (8) business trust, common-law business trust or statutory trust.",
          "role": "entity_scope_definition",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
          "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign association of a different type may convert into a Pennsylvania business corporation if its formation jurisdiction authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 351(b), Subchapter E (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with the applicable provisions of this subchapter, a foreign association may become a domestic entity of a different type if the conversion is authorized by the laws of the jurisdiction of formation of the foreign association.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. § 102, definition of Entity",
          "quote": "\"Entity.\" A domestic or foreign: (1) business corporation; (2) nonprofit corporation; (3) general partnership; (4) limited partnership; (5) limited liability company; (6) unincorporated nonprofit association; (7) professional association; or (8) business trust, common-law business trust or statutory trust.",
          "role": "entity_scope_definition",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
          "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Pennsylvania business corporation may convert to a different domestic type or banking institution, and to a different foreign type if the foreign law authorizes it.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 351(a), Subchapter E (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as provided in section 318 (relating to excluded entities and transactions) or this section, by complying with this chapter: (1) A domestic entity may become a domestic entity of a different type or a domestic banking institution. (2) A domestic banking institution may become a domestic association of a different type. (3) A domestic entity may become a foreign association of a different type, if the conversion is authorized by the laws of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. § 102, definition of Entity",
          "quote": "\"Entity.\" A domestic or foreign: (1) business corporation; (2) nonprofit corporation; (3) general partnership; (4) limited partnership; (5) limited liability company; (6) unincorporated nonprofit association; (7) professional association; or (8) business trust, common-law business trust or statutory trust.",
          "role": "entity_scope_definition",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
          "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign business corporation may domesticate into Pennsylvania as the same type because Title 15 provides for forming that type.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 371(b), Subchapter G (Domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with the applicable provisions of this subchapter, a foreign entity may become a domestic entity of the same type in this Commonwealth if this title provides for the formation of that type of entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. § 102, definition of Entity",
          "quote": "\"Entity.\" A domestic or foreign: (1) business corporation; (2) nonprofit corporation; (3) general partnership; (4) limited partnership; (5) limited liability company; (6) unincorporated nonprofit association; (7) professional association; or (8) business trust, common-law business trust or statutory trust.",
          "role": "entity_scope_definition",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
          "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Pennsylvania business corporation may domesticate to the same type in a foreign jurisdiction if that jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 371(a), Subchapter G (Domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as provided in section 318 (relating to excluded entities and transactions), by complying with this chapter, a domestic entity may become a domesticated entity of the same type in a foreign jurisdiction if the domestication is authorized by the laws of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. § 351(a)(2), (b)",
          "quote": "Except as provided in section 318 (relating to excluded entities and transactions) or this section, by complying with this chapter: (1) A domestic entity may become a domestic entity of a different type or a domestic banking institution. (2) A domestic banking institution may become a domestic association of a different type. (3) A domestic entity may become a foreign association of a different type, if the conversion is authorized by the laws of the foreign jurisdiction. […] By complying with the applicable provisions of this subchapter, a foreign association may become a domestic entity of a different type if the conversion is authorized by the laws of the jurisdiction of formation of the foreign association.",
          "role": "operative_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
          "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Sources into a Pennsylvania business corporation include the other Title 15 entity types and a domestic banking institution; foreign associations must be a different type.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 102, definitions of Association and Entity",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Association.\" A corporation, for profit or not-for-profit, a partnership, a limited liability company, a business or statutory trust, an entity or two or more persons associated in a common enterprise or undertaking. The term does not include: (1) a testamentary trust or an inter vivos trust as defined in 20 Pa.C.S. § 711(3) (relating to mandatory exercise of jurisdiction through orphans' court division in general); (2) an association or relationship that: (i) is not a person that has: (A) a legal existence separate from any interest holder of the person; or (B) the power to acquire an interest in real property in its own name; and (ii) is not a partnership under the rules stated in section 8422(c) (relating to formation of partnership) or a similar provision of the laws of another jurisdiction; (3) a decedent's estate; or (4) a government or a governmental subdivision, agency or instrumentality. […] \"Entity.\" A domestic or foreign: (1) business corporation; (2) nonprofit corporation; (3) general partnership; (4) limited partnership; (5) limited liability company; (6) unincorporated nonprofit association; (7) professional association; or (8) business trust, common-law business trust or statutory trust.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. § 351(a)",
          "quote": "Except as provided in section 318 (relating to excluded entities and transactions) or this section, by complying with this chapter: (1) A domestic entity may become a domestic entity of a different type or a domestic banking institution. (2) A domestic banking institution may become a domestic association of a different type. (3) A domestic entity may become a foreign association of a different type, if the conversion is authorized by the laws of the foreign jurisdiction.",
          "role": "operative_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
          "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Pennsylvania business corporation may target the other Title 15 entity types or a domestic banking institution; a foreign target must be a different type.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 102, definitions of Association and Entity",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Association.\" A corporation, for profit or not-for-profit, a partnership, a limited liability company, a business or statutory trust, an entity or two or more persons associated in a common enterprise or undertaking. The term does not include: (1) a testamentary trust or an inter vivos trust as defined in 20 Pa.C.S. § 711(3) (relating to mandatory exercise of jurisdiction through orphans' court division in general); (2) an association or relationship that: (i) is not a person that has: (A) a legal existence separate from any interest holder of the person; or (B) the power to acquire an interest in real property in its own name; and (ii) is not a partnership under the rules stated in section 8422(c) (relating to formation of partnership) or a similar provision of the laws of another jurisdiction; (3) a decedent's estate; or (4) a government or a governmental subdivision, agency or instrumentality. […] \"Entity.\" A domestic or foreign: (1) business corporation; (2) nonprofit corporation; (3) general partnership; (4) limited partnership; (5) limited liability company; (6) unincorporated nonprofit association; (7) professional association; or (8) business trust, common-law business trust or statutory trust.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filing-fee locator for a statement of conversion or domestication is 15 Pa.C.S. § 153(a)(16)(i).",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 153(a)(16)(i), Entity transactions",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Statement of merger, interest exchange, conversion, division or domestication",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/PA/75da9120a5e3951bb10ca7061594a26490b595762a430dbb78e81d635bb41e7f.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "75da9120a5e3951bb10ca7061594a26490b595762a430dbb78e81d635bb41e7f",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=053.&subsctn=000.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filed instruments are a statement of conversion and a statement of domestication.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. §§ 355(a), 375(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A statement of conversion shall be signed by the converting association and delivered to the department for filing along with the certificates, if any, required by section 139 (relating to tax clearance of certain fundamental transactions). […] A statement of domestication shall be signed by the domesticating entity and delivered to the department for filing along with the certificates, if any, required by section 139 (relating to tax clearance of certain fundamental transactions).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "For a conversion involving a foreign association, the relevant foreign jurisdiction's law must authorize the conversion.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 351(a)(3), (b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as provided in section 318 (relating to excluded entities and transactions) or this section, by complying with this chapter: (1) A domestic entity may become a domestic entity of a different type or a domestic banking institution. (2) A domestic banking institution may become a domestic association of a different type. (3) A domestic entity may become a foreign association of a different type, if the conversion is authorized by the laws of the foreign jurisdiction. […] By complying with the applicable provisions of this subchapter, a foreign association may become a domestic entity of a different type if the conversion is authorized by the laws of the jurisdiction of formation of the foreign association.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Pennsylvania uses and defines the statutory terms “conversion” and “domestication.”",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 102, definitions of Conversion and Domestication",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Conversion.\" A transaction authorized by Subchapter E of Chapter 3 (relating to conversion). […] \"Domestication.\" A transaction authorized by Subchapter G of Chapter 3 (relating to domestication).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.corp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. §§ 355(a), 375(a)",
          "quote": "A statement of conversion shall be signed by the converting association and delivered to the department for filing along with the certificates, if any, required by section 139 (relating to tax clearance of certain fundamental transactions). […] A statement of domestication shall be signed by the domesticating entity and delivered to the department for filing along with the certificates, if any, required by section 139 (relating to tax clearance of certain fundamental transactions).",
          "role": "filing_cross_reference",
          "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
          "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Tax-clearance certificates apply when a domestic association converts or domesticates into a nonregistered foreign association, unless it simultaneously registers in Pennsylvania.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 139(a)(2), (d)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as provided in subsection (c) or (d), clearance certificates from the Department of Revenue and the Department of Labor and Industry, evidencing the payment by the association of all taxes and charges due the Commonwealth required by law, must be delivered to the department for filing when any of the following is delivered to the department for filing: (1) Articles or a statement or certificate of merger merging a domestic association into a nonregistered foreign association. (2) Articles or a statement or certificate of conversion or domestication effecting a conversion or domestication of a domestic association into a nonregistered foreign association. (3) Articles of dissolution, a certificate of dissolution or termination or a statement of revival of a domestic association. (4) An application for termination of registration, statement of withdrawal or similar document by a registered foreign association. (5) Articles or a statement or certificate of division dividing a domestic association solely into foreign associations. […] It shall not be necessary to deliver clearance certificates under subsection (a) if, simultaneously with the delivery of the articles, statement or certificate of merger, conversion, division or domestication: (1) the foreign association that is the surviving, converted or domesticated association registers to do business in this Commonwealth; or (2) at least one of the new foreign associations resulting from the division registers to do business in this Commonwealth.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/PA/PA/66874979f16c9e62c3836665be7f69b4f255886d25acb32c93540fd52d0162eb.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "66874979f16c9e62c3836665be7f69b4f255886d25acb32c93540fd52d0162eb",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Unless the organic rules alter the rule, members approve by a majority of votes cast; a manager-managed LLC also requires manager approval.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 325(a), (c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as provided in the organic rules or where the approval of the managers is unnecessary under section 330 (relating to alternative means of approval of transactions), a plan shall be proposed, in the case of a manager-managed, domestic limited liability company, by the adoption by the managers of a resolution approving the plan. Except where the approval of the members of a manager-managed, domestic limited liability company is unnecessary under this chapter or the organic rules, the plan shall be submitted to a vote of the members entitled to vote thereon at a regular or special meeting of the members. […] A plan: (1) Except as provided in the organic rules, shall be adopted upon receiving a majority of the votes cast by all members, if any, entitled to vote thereon of each of the domestic limited liability companies that is a party to the transaction under the plan and, if any class of members is entitled to vote thereon as a class, a majority of the votes cast in each class vote. (2) Except as provided in the organic rules or section 330, shall not be deemed to have been adopted by a manager-managed company unless it has also been approved by the managers, regardless of the fact that the managers have directed or suffered the submission of the plan to the members for action.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A conversion continues the same association without interruption; property, liabilities, liens, rights, and pending proceedings continue under § 356(a).",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 356(a)(1)-(12), Subchapter E (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "When a conversion becomes effective, all of the following apply: (1) The converted association is: (i) Organized under and subject to the organic law of the converted association. (ii) The same association without interruption as the converting association. (iii) Deemed to have commenced its existence on the date the converting association commenced its existence in the jurisdiction in which the converting association was first created, incorporated, formed or otherwise came into existence, except for purposes of determining how the converted association is taxed. (2) All property of the converting association continues to be vested in the converted association without reversion or impairment, and the conversion shall not constitute a transfer of any of that property. (3) All debts, obligations and other liabilities of the converting association continue as debts, obligations and other liabilities of the converted association. (4) Except as provided by law, all of the rights, privileges, immunities and powers of the converting association continue to be vested without change in the converted association. (5) Liens on the property of the converting association shall not be impaired by the conversion. (6) A claim existing or an action or a proceeding pending by or against the converting association may be prosecuted to judgment as if the conversion had not taken place, and the name of the converted association may be substituted for the name of the converting association in any pending action or proceeding. (7) If a converted association is a filing association, its public organic record is effective. (8) If the converted association is a limited liability partnership or a limited liability limited partnership that is not using the alternative procedure in section 8201(f) (relating to scope), its statement of registration is effective. (9) If the converted association is an electing partnership, its statement of election is effective. (10) Any private organic rules of the converted association that are to be in record form and were approved as part of the plan of conversion are effective. (11) The interests in the converting association are converted or canceled in accordance with and as provided in the plan of conversion, and the interest holders of the converting association are entitled only to the rights provided to them under the plan and to any dissenters rights they have pursuant to section 317 (relating to contractual dissenters rights in entity transactions) or 353(c) (relating to approval of conversion). (12) Except as otherwise provided in the plan of conversion or organic rules pursuant to section 352(c) (relating to plan of conversion), the conversion does not constitute and shall not be deemed to result in a change of control of the converting association, and the converted association shall remain under the control of the same persons that controlled the converting association immediately before the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.llc.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. § 102, definition of Entity",
          "quote": "\"Entity.\" A domestic or foreign: (1) business corporation; (2) nonprofit corporation; (3) general partnership; (4) limited partnership; (5) limited liability company; (6) unincorporated nonprofit association; (7) professional association; or (8) business trust, common-law business trust or statutory trust.",
          "role": "entity_scope_definition",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
          "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign association of a different type may convert into a Pennsylvania limited liability company if its formation jurisdiction authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 351(b), Subchapter E (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with the applicable provisions of this subchapter, a foreign association may become a domestic entity of a different type if the conversion is authorized by the laws of the jurisdiction of formation of the foreign association.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.llc.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. § 102, definition of Entity",
          "quote": "\"Entity.\" A domestic or foreign: (1) business corporation; (2) nonprofit corporation; (3) general partnership; (4) limited partnership; (5) limited liability company; (6) unincorporated nonprofit association; (7) professional association; or (8) business trust, common-law business trust or statutory trust.",
          "role": "entity_scope_definition",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
          "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Pennsylvania limited liability company may convert to a different domestic type or banking institution, and to a different foreign type if the foreign law authorizes it.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 351(a), Subchapter E (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as provided in section 318 (relating to excluded entities and transactions) or this section, by complying with this chapter: (1) A domestic entity may become a domestic entity of a different type or a domestic banking institution. (2) A domestic banking institution may become a domestic association of a different type. (3) A domestic entity may become a foreign association of a different type, if the conversion is authorized by the laws of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.llc.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. § 102, definition of Entity",
          "quote": "\"Entity.\" A domestic or foreign: (1) business corporation; (2) nonprofit corporation; (3) general partnership; (4) limited partnership; (5) limited liability company; (6) unincorporated nonprofit association; (7) professional association; or (8) business trust, common-law business trust or statutory trust.",
          "role": "entity_scope_definition",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
          "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign limited liability company may domesticate into Pennsylvania as the same type because Title 15 provides for forming that type.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 371(b), Subchapter G (Domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with the applicable provisions of this subchapter, a foreign entity may become a domestic entity of the same type in this Commonwealth if this title provides for the formation of that type of entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. § 102, definition of Entity",
          "quote": "\"Entity.\" A domestic or foreign: (1) business corporation; (2) nonprofit corporation; (3) general partnership; (4) limited partnership; (5) limited liability company; (6) unincorporated nonprofit association; (7) professional association; or (8) business trust, common-law business trust or statutory trust.",
          "role": "entity_scope_definition",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
          "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Pennsylvania limited liability company may domesticate to the same type in a foreign jurisdiction if that jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 371(a), Subchapter G (Domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as provided in section 318 (relating to excluded entities and transactions), by complying with this chapter, a domestic entity may become a domesticated entity of the same type in a foreign jurisdiction if the domestication is authorized by the laws of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. § 351(a)(2), (b)",
          "quote": "Except as provided in section 318 (relating to excluded entities and transactions) or this section, by complying with this chapter: (1) A domestic entity may become a domestic entity of a different type or a domestic banking institution. (2) A domestic banking institution may become a domestic association of a different type. (3) A domestic entity may become a foreign association of a different type, if the conversion is authorized by the laws of the foreign jurisdiction. […] By complying with the applicable provisions of this subchapter, a foreign association may become a domestic entity of a different type if the conversion is authorized by the laws of the jurisdiction of formation of the foreign association.",
          "role": "operative_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
          "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Sources into a Pennsylvania limited liability company include the other Title 15 entity types and a domestic banking institution; foreign associations must be a different type.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 102, definitions of Association and Entity",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Association.\" A corporation, for profit or not-for-profit, a partnership, a limited liability company, a business or statutory trust, an entity or two or more persons associated in a common enterprise or undertaking. The term does not include: (1) a testamentary trust or an inter vivos trust as defined in 20 Pa.C.S. § 711(3) (relating to mandatory exercise of jurisdiction through orphans' court division in general); (2) an association or relationship that: (i) is not a person that has: (A) a legal existence separate from any interest holder of the person; or (B) the power to acquire an interest in real property in its own name; and (ii) is not a partnership under the rules stated in section 8422(c) (relating to formation of partnership) or a similar provision of the laws of another jurisdiction; (3) a decedent's estate; or (4) a government or a governmental subdivision, agency or instrumentality. […] \"Entity.\" A domestic or foreign: (1) business corporation; (2) nonprofit corporation; (3) general partnership; (4) limited partnership; (5) limited liability company; (6) unincorporated nonprofit association; (7) professional association; or (8) business trust, common-law business trust or statutory trust.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. § 351(a)",
          "quote": "Except as provided in section 318 (relating to excluded entities and transactions) or this section, by complying with this chapter: (1) A domestic entity may become a domestic entity of a different type or a domestic banking institution. (2) A domestic banking institution may become a domestic association of a different type. (3) A domestic entity may become a foreign association of a different type, if the conversion is authorized by the laws of the foreign jurisdiction.",
          "role": "operative_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
          "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Pennsylvania limited liability company may target the other Title 15 entity types or a domestic banking institution; a foreign target must be a different type.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 102, definitions of Association and Entity",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Association.\" A corporation, for profit or not-for-profit, a partnership, a limited liability company, a business or statutory trust, an entity or two or more persons associated in a common enterprise or undertaking. The term does not include: (1) a testamentary trust or an inter vivos trust as defined in 20 Pa.C.S. § 711(3) (relating to mandatory exercise of jurisdiction through orphans' court division in general); (2) an association or relationship that: (i) is not a person that has: (A) a legal existence separate from any interest holder of the person; or (B) the power to acquire an interest in real property in its own name; and (ii) is not a partnership under the rules stated in section 8422(c) (relating to formation of partnership) or a similar provision of the laws of another jurisdiction; (3) a decedent's estate; or (4) a government or a governmental subdivision, agency or instrumentality. […] \"Entity.\" A domestic or foreign: (1) business corporation; (2) nonprofit corporation; (3) general partnership; (4) limited partnership; (5) limited liability company; (6) unincorporated nonprofit association; (7) professional association; or (8) business trust, common-law business trust or statutory trust.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filing-fee locator for a statement of conversion or domestication is 15 Pa.C.S. § 153(a)(16)(i).",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 153(a)(16)(i), Entity transactions",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Statement of merger, interest exchange, conversion, division or domestication",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/PA/75da9120a5e3951bb10ca7061594a26490b595762a430dbb78e81d635bb41e7f.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "75da9120a5e3951bb10ca7061594a26490b595762a430dbb78e81d635bb41e7f",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=053.&subsctn=000.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filed instruments are a statement of conversion and a statement of domestication.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. §§ 355(a), 375(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A statement of conversion shall be signed by the converting association and delivered to the department for filing along with the certificates, if any, required by section 139 (relating to tax clearance of certain fundamental transactions). […] A statement of domestication shall be signed by the domesticating entity and delivered to the department for filing along with the certificates, if any, required by section 139 (relating to tax clearance of certain fundamental transactions).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "For a conversion involving a foreign association, the relevant foreign jurisdiction's law must authorize the conversion.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 351(a)(3), (b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as provided in section 318 (relating to excluded entities and transactions) or this section, by complying with this chapter: (1) A domestic entity may become a domestic entity of a different type or a domestic banking institution. (2) A domestic banking institution may become a domestic association of a different type. (3) A domestic entity may become a foreign association of a different type, if the conversion is authorized by the laws of the foreign jurisdiction. […] By complying with the applicable provisions of this subchapter, a foreign association may become a domestic entity of a different type if the conversion is authorized by the laws of the jurisdiction of formation of the foreign association.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Pennsylvania uses and defines the statutory terms “conversion” and “domestication.”",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 102, definitions of Conversion and Domestication",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Conversion.\" A transaction authorized by Subchapter E of Chapter 3 (relating to conversion). […] \"Domestication.\" A transaction authorized by Subchapter G of Chapter 3 (relating to domestication).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.llc.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. §§ 355(a), 375(a)",
          "quote": "A statement of conversion shall be signed by the converting association and delivered to the department for filing along with the certificates, if any, required by section 139 (relating to tax clearance of certain fundamental transactions). […] A statement of domestication shall be signed by the domesticating entity and delivered to the department for filing along with the certificates, if any, required by section 139 (relating to tax clearance of certain fundamental transactions).",
          "role": "filing_cross_reference",
          "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
          "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Tax-clearance certificates apply when a domestic association converts or domesticates into a nonregistered foreign association, unless it simultaneously registers in Pennsylvania.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 139(a)(2), (d)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as provided in subsection (c) or (d), clearance certificates from the Department of Revenue and the Department of Labor and Industry, evidencing the payment by the association of all taxes and charges due the Commonwealth required by law, must be delivered to the department for filing when any of the following is delivered to the department for filing: (1) Articles or a statement or certificate of merger merging a domestic association into a nonregistered foreign association. (2) Articles or a statement or certificate of conversion or domestication effecting a conversion or domestication of a domestic association into a nonregistered foreign association. (3) Articles of dissolution, a certificate of dissolution or termination or a statement of revival of a domestic association. (4) An application for termination of registration, statement of withdrawal or similar document by a registered foreign association. (5) Articles or a statement or certificate of division dividing a domestic association solely into foreign associations. […] It shall not be necessary to deliver clearance certificates under subsection (a) if, simultaneously with the delivery of the articles, statement or certificate of merger, conversion, division or domestication: (1) the foreign association that is the surviving, converted or domesticated association registers to do business in this Commonwealth; or (2) at least one of the new foreign associations resulting from the division registers to do business in this Commonwealth.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/PA/PA/66874979f16c9e62c3836665be7f69b4f255886d25acb32c93540fd52d0162eb.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "66874979f16c9e62c3836665be7f69b4f255886d25acb32c93540fd52d0162eb",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Unless the organic rules alter the rule, general partners act unanimously and limited partners holding majority distribution rights approve the plan.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 324(a), (c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as provided in the organic rules, a plan shall be proposed in the case of a domestic limited partnership by the adoption by a unanimous vote of the general partners of a resolution approving the plan. Except where the approval of the limited partners is unnecessary under this chapter or the organic rules, the general partners shall submit the plan to a vote of the limited partners entitled to vote thereon at a regular or special meeting of the limited partners. […] Except as provided in the organic rules: (1) A plan shall be adopted upon receiving the affirmative vote or consent of limited partners owning the rights to receive a majority of the distributions as limited partners of each domestic limited partnership that is a party to the proposed transaction under the plan and, if any class of limited partners is entitled to vote thereon as a class, the affirmative vote or consent of limited partners owning the rights to receive a majority of the distributions as limited partners in each class vote. (2) A proposed plan shall not be deemed to have been adopted by the limited partnership unless it has also been approved by the general partners, regardless of the fact that the general partners have directed or suffered the submission of the plan to the limited partners for action.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A conversion continues the same association without interruption; property, liabilities, liens, rights, and pending proceedings continue under § 356(a).",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 356(a)(1)-(12), Subchapter E (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "When a conversion becomes effective, all of the following apply: (1) The converted association is: (i) Organized under and subject to the organic law of the converted association. (ii) The same association without interruption as the converting association. (iii) Deemed to have commenced its existence on the date the converting association commenced its existence in the jurisdiction in which the converting association was first created, incorporated, formed or otherwise came into existence, except for purposes of determining how the converted association is taxed. (2) All property of the converting association continues to be vested in the converted association without reversion or impairment, and the conversion shall not constitute a transfer of any of that property. (3) All debts, obligations and other liabilities of the converting association continue as debts, obligations and other liabilities of the converted association. (4) Except as provided by law, all of the rights, privileges, immunities and powers of the converting association continue to be vested without change in the converted association. (5) Liens on the property of the converting association shall not be impaired by the conversion. (6) A claim existing or an action or a proceeding pending by or against the converting association may be prosecuted to judgment as if the conversion had not taken place, and the name of the converted association may be substituted for the name of the converting association in any pending action or proceeding. (7) If a converted association is a filing association, its public organic record is effective. (8) If the converted association is a limited liability partnership or a limited liability limited partnership that is not using the alternative procedure in section 8201(f) (relating to scope), its statement of registration is effective. (9) If the converted association is an electing partnership, its statement of election is effective. (10) Any private organic rules of the converted association that are to be in record form and were approved as part of the plan of conversion are effective. (11) The interests in the converting association are converted or canceled in accordance with and as provided in the plan of conversion, and the interest holders of the converting association are entitled only to the rights provided to them under the plan and to any dissenters rights they have pursuant to section 317 (relating to contractual dissenters rights in entity transactions) or 353(c) (relating to approval of conversion). (12) Except as otherwise provided in the plan of conversion or organic rules pursuant to section 352(c) (relating to plan of conversion), the conversion does not constitute and shall not be deemed to result in a change of control of the converting association, and the converted association shall remain under the control of the same persons that controlled the converting association immediately before the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. § 102, definition of Entity",
          "quote": "\"Entity.\" A domestic or foreign: (1) business corporation; (2) nonprofit corporation; (3) general partnership; (4) limited partnership; (5) limited liability company; (6) unincorporated nonprofit association; (7) professional association; or (8) business trust, common-law business trust or statutory trust.",
          "role": "entity_scope_definition",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
          "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign association of a different type may convert into a Pennsylvania limited partnership if its formation jurisdiction authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 351(b), Subchapter E (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with the applicable provisions of this subchapter, a foreign association may become a domestic entity of a different type if the conversion is authorized by the laws of the jurisdiction of formation of the foreign association.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. § 102, definition of Entity",
          "quote": "\"Entity.\" A domestic or foreign: (1) business corporation; (2) nonprofit corporation; (3) general partnership; (4) limited partnership; (5) limited liability company; (6) unincorporated nonprofit association; (7) professional association; or (8) business trust, common-law business trust or statutory trust.",
          "role": "entity_scope_definition",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
          "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Pennsylvania limited partnership may convert to a different domestic type or banking institution, and to a different foreign type if the foreign law authorizes it.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 351(a), Subchapter E (Conversion)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as provided in section 318 (relating to excluded entities and transactions) or this section, by complying with this chapter: (1) A domestic entity may become a domestic entity of a different type or a domestic banking institution. (2) A domestic banking institution may become a domestic association of a different type. (3) A domestic entity may become a foreign association of a different type, if the conversion is authorized by the laws of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. § 102, definition of Entity",
          "quote": "\"Entity.\" A domestic or foreign: (1) business corporation; (2) nonprofit corporation; (3) general partnership; (4) limited partnership; (5) limited liability company; (6) unincorporated nonprofit association; (7) professional association; or (8) business trust, common-law business trust or statutory trust.",
          "role": "entity_scope_definition",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
          "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign limited partnership may domesticate into Pennsylvania as the same type because Title 15 provides for forming that type.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 371(b), Subchapter G (Domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with the applicable provisions of this subchapter, a foreign entity may become a domestic entity of the same type in this Commonwealth if this title provides for the formation of that type of entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. § 102, definition of Entity",
          "quote": "\"Entity.\" A domestic or foreign: (1) business corporation; (2) nonprofit corporation; (3) general partnership; (4) limited partnership; (5) limited liability company; (6) unincorporated nonprofit association; (7) professional association; or (8) business trust, common-law business trust or statutory trust.",
          "role": "entity_scope_definition",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
          "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Pennsylvania limited partnership may domesticate to the same type in a foreign jurisdiction if that jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 371(a), Subchapter G (Domestication)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as provided in section 318 (relating to excluded entities and transactions), by complying with this chapter, a domestic entity may become a domesticated entity of the same type in a foreign jurisdiction if the domestication is authorized by the laws of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. § 351(a)(2), (b)",
          "quote": "Except as provided in section 318 (relating to excluded entities and transactions) or this section, by complying with this chapter: (1) A domestic entity may become a domestic entity of a different type or a domestic banking institution. (2) A domestic banking institution may become a domestic association of a different type. (3) A domestic entity may become a foreign association of a different type, if the conversion is authorized by the laws of the foreign jurisdiction. […] By complying with the applicable provisions of this subchapter, a foreign association may become a domestic entity of a different type if the conversion is authorized by the laws of the jurisdiction of formation of the foreign association.",
          "role": "operative_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
          "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Sources into a Pennsylvania limited partnership include the other Title 15 entity types and a domestic banking institution; foreign associations must be a different type.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 102, definitions of Association and Entity",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Association.\" A corporation, for profit or not-for-profit, a partnership, a limited liability company, a business or statutory trust, an entity or two or more persons associated in a common enterprise or undertaking. The term does not include: (1) a testamentary trust or an inter vivos trust as defined in 20 Pa.C.S. § 711(3) (relating to mandatory exercise of jurisdiction through orphans' court division in general); (2) an association or relationship that: (i) is not a person that has: (A) a legal existence separate from any interest holder of the person; or (B) the power to acquire an interest in real property in its own name; and (ii) is not a partnership under the rules stated in section 8422(c) (relating to formation of partnership) or a similar provision of the laws of another jurisdiction; (3) a decedent's estate; or (4) a government or a governmental subdivision, agency or instrumentality. […] \"Entity.\" A domestic or foreign: (1) business corporation; (2) nonprofit corporation; (3) general partnership; (4) limited partnership; (5) limited liability company; (6) unincorporated nonprofit association; (7) professional association; or (8) business trust, common-law business trust or statutory trust.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. § 351(a)",
          "quote": "Except as provided in section 318 (relating to excluded entities and transactions) or this section, by complying with this chapter: (1) A domestic entity may become a domestic entity of a different type or a domestic banking institution. (2) A domestic banking institution may become a domestic association of a different type. (3) A domestic entity may become a foreign association of a different type, if the conversion is authorized by the laws of the foreign jurisdiction.",
          "role": "operative_conversion_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
          "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Pennsylvania limited partnership may target the other Title 15 entity types or a domestic banking institution; a foreign target must be a different type.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 102, definitions of Association and Entity",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Association.\" A corporation, for profit or not-for-profit, a partnership, a limited liability company, a business or statutory trust, an entity or two or more persons associated in a common enterprise or undertaking. The term does not include: (1) a testamentary trust or an inter vivos trust as defined in 20 Pa.C.S. § 711(3) (relating to mandatory exercise of jurisdiction through orphans' court division in general); (2) an association or relationship that: (i) is not a person that has: (A) a legal existence separate from any interest holder of the person; or (B) the power to acquire an interest in real property in its own name; and (ii) is not a partnership under the rules stated in section 8422(c) (relating to formation of partnership) or a similar provision of the laws of another jurisdiction; (3) a decedent's estate; or (4) a government or a governmental subdivision, agency or instrumentality. […] \"Entity.\" A domestic or foreign: (1) business corporation; (2) nonprofit corporation; (3) general partnership; (4) limited partnership; (5) limited liability company; (6) unincorporated nonprofit association; (7) professional association; or (8) business trust, common-law business trust or statutory trust.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filing-fee locator for a statement of conversion or domestication is 15 Pa.C.S. § 153(a)(16)(i).",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 153(a)(16)(i), Entity transactions",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Statement of merger, interest exchange, conversion, division or domestication",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/PA/75da9120a5e3951bb10ca7061594a26490b595762a430dbb78e81d635bb41e7f.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "75da9120a5e3951bb10ca7061594a26490b595762a430dbb78e81d635bb41e7f",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=053.&subsctn=000.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The filed instruments are a statement of conversion and a statement of domestication.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. §§ 355(a), 375(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A statement of conversion shall be signed by the converting association and delivered to the department for filing along with the certificates, if any, required by section 139 (relating to tax clearance of certain fundamental transactions). […] A statement of domestication shall be signed by the domesticating entity and delivered to the department for filing along with the certificates, if any, required by section 139 (relating to tax clearance of certain fundamental transactions).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "For a conversion involving a foreign association, the relevant foreign jurisdiction's law must authorize the conversion.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 351(a)(3), (b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as provided in section 318 (relating to excluded entities and transactions) or this section, by complying with this chapter: (1) A domestic entity may become a domestic entity of a different type or a domestic banking institution. (2) A domestic banking institution may become a domestic association of a different type. (3) A domestic entity may become a foreign association of a different type, if the conversion is authorized by the laws of the foreign jurisdiction. […] By complying with the applicable provisions of this subchapter, a foreign association may become a domestic entity of a different type if the conversion is authorized by the laws of the jurisdiction of formation of the foreign association.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Pennsylvania uses and defines the statutory terms “conversion” and “domestication.”",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 102, definitions of Conversion and Domestication",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Conversion.\" A transaction authorized by Subchapter E of Chapter 3 (relating to conversion). […] \"Domestication.\" A transaction authorized by Subchapter G of Chapter 3 (relating to domestication).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/PA/0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0b563f5ae34eb3337ed1244069560930d36b1d8e8578f1edd2bdec623593c780",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#PA.lp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "15 Pa.C.S. §§ 355(a), 375(a)",
          "quote": "A statement of conversion shall be signed by the converting association and delivered to the department for filing along with the certificates, if any, required by section 139 (relating to tax clearance of certain fundamental transactions). […] A statement of domestication shall be signed by the domesticating entity and delivered to the department for filing along with the certificates, if any, required by section 139 (relating to tax clearance of certain fundamental transactions).",
          "role": "filing_cross_reference",
          "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782.html",
          "source_sha256": "a6e05f747e06581bc9a9413af35f5a6465830fabd0e8367dd7fb8d268f00f782",
          "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003."
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Tax-clearance certificates apply when a domestic association converts or domesticates into a nonregistered foreign association, unless it simultaneously registers in Pennsylvania.",
      "fetch_event_id": null,
      "pinpoint": "15 Pa.C.S. § 139(a)(2), (d)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Except as provided in subsection (c) or (d), clearance certificates from the Department of Revenue and the Department of Labor and Industry, evidencing the payment by the association of all taxes and charges due the Commonwealth required by law, must be delivered to the department for filing when any of the following is delivered to the department for filing: (1) Articles or a statement or certificate of merger merging a domestic association into a nonregistered foreign association. (2) Articles or a statement or certificate of conversion or domestication effecting a conversion or domestication of a domestic association into a nonregistered foreign association. (3) Articles of dissolution, a certificate of dissolution or termination or a statement of revival of a domestic association. (4) An application for termination of registration, statement of withdrawal or similar document by a registered foreign association. (5) Articles or a statement or certificate of division dividing a domestic association solely into foreign associations. […] It shall not be necessary to deliver clearance certificates under subsection (a) if, simultaneously with the delivery of the articles, statement or certificate of merger, conversion, division or domestication: (1) the foreign association that is the surviving, converted or domesticated association registers to do business in this Commonwealth; or (2) at least one of the new foreign associations resulting from the division registers to do business in this Commonwealth.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/PA/snapshots/c50/PA/PA/66874979f16c9e62c3836665be7f69b4f255886d25acb32c93540fd52d0162eb.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "66874979f16c9e62c3836665be7f69b4f255886d25acb32c93540fd52d0162eb",
      "source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The board recommends conversion and all outstanding shares approve it; no shareholder vote is needed before any shares issue.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-1.2-1008(b), (i)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) The board of directors of the corporation that desires to convert under this section shall adopt a resolution approving such conversion, specifying the type of entity into which the corporation shall be converted and recommending the approval of such conversion by the stockholders of the corporation. Such resolution shall be submitted to the stockholders of the corporation at an annual or special meeting. Due notice of the time and purpose of the meeting shall be mailed to each holder of stock, whether voting or nonvoting, of the corporation at the address of the stockholder, as it appears on the records of the corporation, at least twenty (20) days prior to the date of the meeting. At the meeting, the resolution shall be considered and a vote taken for its adoption or rejection. If all outstanding shares of stock of the corporation, whether voting or nonvoting, shall be voted for the adoption of the resolution, the conversion shall be authorized.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/158e06e267bb1b26865bc3999fb8418210ede629456a4d446561acc5142ba293.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "158e06e267bb1b26865bc3999fb8418210ede629456a4d446561acc5142ba293",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1008.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The converted form is the same entity, with property, creditor rights, liens, debts, liabilities, and duties preserved.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-1.2-1008(h)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(h) When a corporation has been converted to another entity or business form pursuant to this section, the other entity or business form shall, for all purposes of the laws of the state of Rhode Island, be deemed to be the same entity as the corporation. When any conversion shall have become effective under this section, for all purposes of the laws of the state of Rhode Island, all of the rights, privileges, and powers of the corporation that has converted, and all property, real, personal, and mixed, and all debts due to such corporation, as well as all other things and causes of action belonging to such corporation, shall remain vested in the other entity or business form to which such corporation has converted and shall be the property of such other entity or business form, and the title to any real property vested by deed or otherwise in such corporation shall not revert to such corporation or be in any way impaired by reason of this chapter; but all rights of creditors and all liens upon any property of such corporation shall be preserved unimpaired, and all debts, liabilities, and duties of the corporation that has converted shall remain attached to the other entity or business form to which such corporation has converted, and may be enforced against it to the same extent as if said debts, liabilities, and duties had originally been incurred or contracted by it in its capacity as such other entity or business form. The rights, privileges, powers, and interest in property of the corporation that has converted, as well as the debts, liabilities, and duties of such corporation, shall not be deemed, as a consequence of the conversion, to have been transferred to the other entity or business form to which such corporation has converted for any purposes of the laws of the state of Rhode Island.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/158e06e267bb1b26865bc3999fb8418210ede629456a4d446561acc5142ba293.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "158e06e267bb1b26865bc3999fb8418210ede629456a4d446561acc5142ba293",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1008.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An entity within the statutory definition may convert to a Rhode Island corporation.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-1.2-1007(b), (h)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Any other entity may convert to a corporation of this state by complying with subsection (h) of this section and filing in the office of the secretary of state: (1) A certificate of conversion to corporation that has been executed in accordance with subsection (i) of this section and filed in accordance with § 7-1.2-105; and (2) Articles of incorporation that have been executed, acknowledged and filed in accordance with § 7-1.2-105.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/4bf268fc4551699c71505274c5337e6aa49ad6651049d7087d39860bcac63ca4.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4bf268fc4551699c71505274c5337e6aa49ad6651049d7087d39860bcac63ca4",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1007.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Rhode Island corporation may convert to the listed entity and business forms.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-1.2-1008(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A corporation of this state may, upon the authorization of such conversion in accordance with this section, convert to a limited liability company, business trust or association, real estate investment trust, common-law trust, or any other unincorporated business or entity, including a partnership (whether general or limited, including a registered limited liability partnership), or a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/158e06e267bb1b26865bc3999fb8418210ede629456a4d446561acc5142ba293.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "158e06e267bb1b26865bc3999fb8418210ede629456a4d446561acc5142ba293",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1008.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign corporation may become a Rhode Island corporation through the statute's conversion procedure.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-1.2-1007(a)-(b), (h)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Any other entity may convert to a corporation of this state by complying with subsection (h) of this section and filing in the office of the secretary of state: (1) A certificate of conversion to corporation that has been executed in accordance with subsection (i) of this section and filed in accordance with § 7-1.2-105; and (2) Articles of incorporation that have been executed, acknowledged and filed in accordance with § 7-1.2-105.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/4bf268fc4551699c71505274c5337e6aa49ad6651049d7087d39860bcac63ca4.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4bf268fc4551699c71505274c5337e6aa49ad6651049d7087d39860bcac63ca4",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1007.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Rhode Island corporation may become a foreign corporation through the statute's conversion procedure.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-1.2-1008(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A corporation of this state may, upon the authorization of such conversion in accordance with this section, convert to a limited liability company, business trust or association, real estate investment trust, common-law trust, or any other unincorporated business or entity, including a partnership (whether general or limited, including a registered limited liability partnership), or a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/158e06e267bb1b26865bc3999fb8418210ede629456a4d446561acc5142ba293.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "158e06e267bb1b26865bc3999fb8418210ede629456a4d446561acc5142ba293",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1008.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The inbound definition includes LLCs, partnerships, trusts, other unincorporated entities, and foreign corporations.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-1.2-1007(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) As used in this section, the term “other entity” means a limited liability company, business trust or association, real estate investment trust, common-law trust, or any other unincorporated business or entity including a partnership (whether general or limited, including a registered limited liability partnership) or a foreign corporation.",
      "readiness": "ready",
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      "rendered": "value",
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      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1007.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Rhode Island corporation may convert to the listed LLC, partnership, trust, other entity, or foreign-corporation forms.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-1.2-1008(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A corporation of this state may, upon the authorization of such conversion in accordance with this section, convert to a limited liability company, business trust or association, real estate investment trust, common-law trust, or any other unincorporated business or entity, including a partnership (whether general or limited, including a registered limited liability partnership), or a foreign corporation.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/158e06e267bb1b26865bc3999fb8418210ede629456a4d446561acc5142ba293.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "158e06e267bb1b26865bc3999fb8418210ede629456a4d446561acc5142ba293",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1008.htm",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#RI.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The corporation fee section locates charges for incorporation, other filings, and an outbound conversion certificate.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-1.2-1602(a)(1), (23)-(24)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(24) A certificate of conversion to a non-Rhode Island entity, fifty dollars ($50.00).",
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      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/aae9a6ba6b9ea0d154dbd9a8fc6eeaf36d83d3b9bad733b79ee109fa54075de7.html",
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      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-16/7-1.2-1602.htm",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#RI.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "R.I. Gen. Laws § 7-1.2-1007(b)",
          "quote": "(b) Any other entity may convert to a corporation of this state by complying with subsection (h) of this section and filing in the office of the secretary of state: (1) A certificate of conversion to corporation that has been executed in accordance with subsection (i) of this section and filed in accordance with § 7-1.2-105; and (2) Articles of incorporation that have been executed, acknowledged and filed in accordance with § 7-1.2-105.",
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          "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/4bf268fc4551699c71505274c5337e6aa49ad6651049d7087d39860bcac63ca4.html",
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          "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1007.htm"
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      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Inbound conversion uses articles of incorporation and a conversion certificate; outbound conversion uses a non-Rhode-Island conversion certificate.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-1.2-1008(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) If a corporation shall convert in accordance with this section to another entity organized, formed, or created under the laws of a jurisdiction other than the state of Rhode Island or to a Rhode Island unincorporated “other entity”, upon payment of all fees and taxes by the corporation, the corporation shall file with the secretary of state a certificate of conversion to non-Rhode Island entity, executed in accordance with § 7-1.2-105, that certifies:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/158e06e267bb1b26865bc3999fb8418210ede629456a4d446561acc5142ba293.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "158e06e267bb1b26865bc3999fb8418210ede629456a4d446561acc5142ba293",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1008.htm",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#RI.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The corporation conversion provisions do not state that the other jurisdiction must authorize the transaction.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/4bf268fc4551699c71505274c5337e6aa49ad6651049d7087d39860bcac63ca4.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4bf268fc4551699c71505274c5337e6aa49ad6651049d7087d39860bcac63ca4",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1007.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The corporation act uses “conversion,” including for a move to a foreign corporation.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-1.2-1008(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A corporation of this state may, upon the authorization of such conversion in accordance with this section, convert to a limited liability company, business trust or association, real estate investment trust, common-law trust, or any other unincorporated business or entity, including a partnership (whether general or limited, including a registered limited liability partnership), or a foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/158e06e267bb1b26865bc3999fb8418210ede629456a4d446561acc5142ba293.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "158e06e267bb1b26865bc3999fb8418210ede629456a4d446561acc5142ba293",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1008.htm",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#RI.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An outbound conversion filing requires payment of all corporation fees and taxes.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-1.2-1008(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) If a corporation shall convert in accordance with this section to another entity organized, formed, or created under the laws of a jurisdiction other than the state of Rhode Island or to a Rhode Island unincorporated “other entity”, upon payment of all fees and taxes by the corporation, the corporation shall file with the secretary of state a certificate of conversion to non-Rhode Island entity, executed in accordance with § 7-1.2-105, that certifies:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/158e06e267bb1b26865bc3999fb8418210ede629456a4d446561acc5142ba293.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "158e06e267bb1b26865bc3999fb8418210ede629456a4d446561acc5142ba293",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1008.htm",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#RI.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The LLC agreement controls; otherwise merger authorization applies, with a majority-of-profits fallback by each class or group.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-16-5.2(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) If the limited liability company agreement specified the manner of authorizing a conversion of the limited liability company, the conversion shall be authorized as specified in the limited liability company agreement. If the limited liability company agreement does not specify the manner of authorizing a conversion of the limited liability company and does not prohibit a conversion of the limited liability company, the conversion shall be authorized in the same manner as is specified in the limited liability company agreement for authorizing a merger or consolidation that involves the limited liability company as a constituent party to the merger or consolidation. If the limited liability company agreement does not specify the manner of authorizing a conversion of the limited liability company or a merger or consolidation that involves the limited liability company as a constituent party and does not prohibit a conversion of the limited liability company, the conversion shall be authorized by the approval by the members or, if there is more than one class or group of members, then by each class or group of members, in either case, by members who own more than fifty percent (50%) of the then-current percentage or other interest in the profits of the domestic limited liability company owned by all of the members or by the members in each class or group, as appropriate.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/c019d8cfc248dbaa4684a445c8e202251ad094a575eb4d4eb3b176aca2b39f5b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c019d8cfc248dbaa4684a445c8e202251ad094a575eb4d4eb3b176aca2b39f5b",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.2.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The converted form is the same entity, with property, creditor rights, liens, debts, liabilities, and duties preserved.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-16-5.2(h)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(h) When a limited liability company has been converted to another entity or business form pursuant to this section, the other entity or business form shall, for all purposes of the laws of the state of Rhode Island, be deemed to be the same entity as the limited liability company. When any conversion shall have become effective under this section, for all purposes of the laws of the state of Rhode Island, all of the rights, privileges, and powers of the limited liability company that has converted, and all property, real, personal, and mixed, and all such debts due to the limited liability company, as well as all other things and causes of action belonging to the limited liability company, shall remain vested in the other entity or business form to which the limited liability company has converted and shall be the property of the other entity or business form, and the title to any real property vested by deed or otherwise in the limited liability company shall not revert to the limited liability company or be in any way impaired by reason of this chapter; but all rights of creditors and all liens upon any property of the limited liability company shall be preserved unimpaired, and all debts, liabilities, and duties of the limited liability company that has converted shall remain attached to the other entity or business form to which the limited liability company has converted, and may be enforced against it to the same extent as if said debts, liabilities, and duties had originally been incurred or contracted by it in its capacity as the other entity or business form. The rights, privileges, powers, and interests in property of the limited liability company that has converted, as well as the debts, liabilities, and duties of the limited liability company, shall not be deemed, as a consequence of the conversion, to have been transferred to the other entity or business form to which the limited liability company has converted for any purpose of the laws of the state of Rhode Island. History of Section. P.L. 1999, ch. 233, § 1; P.L. 2007, ch. 94, § 4; P.L. 2007, ch. 112, § 4; P.L. 2015, ch. 80, § 3; P.L. 2015, ch. 88, § 3; P.L. 2017, ch. 371, § 2; P.L. 2017, ch. 376, § 2; P.L. 2018, ch. 346, § 15.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/c019d8cfc248dbaa4684a445c8e202251ad094a575eb4d4eb3b176aca2b39f5b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c019d8cfc248dbaa4684a445c8e202251ad094a575eb4d4eb3b176aca2b39f5b",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.2.htm",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#RI.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An entity within the statutory definition may convert to a Rhode Island LLC.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-16-5.1(b), (h)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Any other entity may convert to a domestic limited liability company by complying with subsection (h) of this section and filing in the office of the secretary of state in accordance with § 7-16-8 articles of organization that comply with § 7-16-6 and have been executed by one or more authorized persons in accordance with § 7-16-7, accompanied by a certificate of conversion to a limited liability company duly executed by one or more persons authorized to act on behalf of the other entity and one or more persons authorized to sign a certificate of conversion on behalf of the limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/8861c51adb64da6f2fa609e6c3a000dcb75b8099bbc07ff05c64d3e62405e891.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8861c51adb64da6f2fa609e6c3a000dcb75b8099bbc07ff05c64d3e62405e891",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.1.htm",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#RI.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Rhode Island LLC may convert to the listed entity and business forms.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-16-5.2(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic limited liability company may convert to a corporation, a business trust, or association, a real estate investment trust, a common law trust, a sole proprietorship, or any other unincorporated business or entity including a partnership (whether general or limited, including a registered limited liability partnership), or a foreign limited liability company upon the authorization of the conversion in accordance with this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/c019d8cfc248dbaa4684a445c8e202251ad094a575eb4d4eb3b176aca2b39f5b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c019d8cfc248dbaa4684a445c8e202251ad094a575eb4d4eb3b176aca2b39f5b",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.2.htm",
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    },
    "structuring:pp-conversion-domestication#RI.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign LLC may become a Rhode Island LLC through the statute's conversion procedure.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-16-5.1(a)-(b), (h)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Any other entity may convert to a domestic limited liability company by complying with subsection (h) of this section and filing in the office of the secretary of state in accordance with § 7-16-8 articles of organization that comply with § 7-16-6 and have been executed by one or more authorized persons in accordance with § 7-16-7, accompanied by a certificate of conversion to a limited liability company duly executed by one or more persons authorized to act on behalf of the other entity and one or more persons authorized to sign a certificate of conversion on behalf of the limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/8861c51adb64da6f2fa609e6c3a000dcb75b8099bbc07ff05c64d3e62405e891.html",
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      "source_class": "S1",
      "source_sha256": "8861c51adb64da6f2fa609e6c3a000dcb75b8099bbc07ff05c64d3e62405e891",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.1.htm",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#RI.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Rhode Island LLC may become a foreign LLC through the statute's conversion procedure.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-16-5.2(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic limited liability company may convert to a corporation, a business trust, or association, a real estate investment trust, a common law trust, a sole proprietorship, or any other unincorporated business or entity including a partnership (whether general or limited, including a registered limited liability partnership), or a foreign limited liability company upon the authorization of the conversion in accordance with this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/c019d8cfc248dbaa4684a445c8e202251ad094a575eb4d4eb3b176aca2b39f5b.html",
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      "source_class": "S1",
      "source_sha256": "c019d8cfc248dbaa4684a445c8e202251ad094a575eb4d4eb3b176aca2b39f5b",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.2.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The inbound definition includes corporations, partnerships, trusts, sole proprietorships, other entities, and foreign LLCs.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-16-5.1(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) As used in this section, the term “other entity” means a corporation, a business trust, or association, a real estate investment trust, a common-law trust, a sole proprietorship or any other unincorporated business, or entity including a partnership, whether general or limited, (including a registered limited liability partnership) or a foreign limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/8861c51adb64da6f2fa609e6c3a000dcb75b8099bbc07ff05c64d3e62405e891.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8861c51adb64da6f2fa609e6c3a000dcb75b8099bbc07ff05c64d3e62405e891",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.1.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Rhode Island LLC may convert to the listed corporations, partnerships, trusts, other entities, or a foreign LLC.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-16-5.2(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic limited liability company may convert to a corporation, a business trust, or association, a real estate investment trust, a common law trust, a sole proprietorship, or any other unincorporated business or entity including a partnership (whether general or limited, including a registered limited liability partnership), or a foreign limited liability company upon the authorization of the conversion in accordance with this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/c019d8cfc248dbaa4684a445c8e202251ad094a575eb4d4eb3b176aca2b39f5b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c019d8cfc248dbaa4684a445c8e202251ad094a575eb4d4eb3b176aca2b39f5b",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.2.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The LLC fee section locates charges for organization, other filings, and an outbound conversion certificate.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-16-65(1), (19)-(20)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(19) For filing any other statement or report, except an annual report, of a domestic or foreign limited liability company, a fee of ten dollars ($10.00); and (20) For filing a certificate of conversion to a non-Rhode Island entity, a fee of fifty dollars ($50.00). History of Section. P.L. 1992, ch. 280, § 1; P.L. 1997, ch. 188, § 5; P.L. 2001, ch. 26, § 4; P.L. 2001, ch. 268, § 4; P.L. 2005, ch. 36, § 9; P.L. 2005, ch. 72, § 9; P.L. 2007, ch. 97, § 1; P.L. 2007, ch. 99, § 3; P.L. 2007, ch. 108, § 1; P.L. 2007, ch. 109, § 3; P.L. 2011, ch. 52, § 1; P.L. 2011, ch. 61, § 1; P.L. 2018, ch. 346, § 15.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/88fa74f9e9994009d2e5f7f0b83f88a072b6364d3e45c4ce439601eeceb8a5a5.html",
      "snapshot_resolved": true,
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      "source_sha256": "88fa74f9e9994009d2e5f7f0b83f88a072b6364d3e45c4ce439601eeceb8a5a5",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-65.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "R.I. Gen. Laws § 7-16-5.1(b)",
          "quote": "(b) Any other entity may convert to a domestic limited liability company by complying with subsection (h) of this section and filing in the office of the secretary of state in accordance with § 7-16-8 articles of organization that comply with § 7-16-6 and have been executed by one or more authorized persons in accordance with § 7-16-7, accompanied by a certificate of conversion to a limited liability company duly executed by one or more persons authorized to act on behalf of the other entity and one or more persons authorized to sign a certificate of conversion on behalf of the limited liability company.",
          "role": "operative_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/8861c51adb64da6f2fa609e6c3a000dcb75b8099bbc07ff05c64d3e62405e891.html",
          "source_sha256": "8861c51adb64da6f2fa609e6c3a000dcb75b8099bbc07ff05c64d3e62405e891",
          "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.1.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Inbound conversion uses articles of organization and a conversion certificate; outbound conversion uses a non-Rhode-Island conversion certificate.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-16-5.2(e)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(e) If a limited liability company shall convert in accordance with this section to another entity or business form organized, formed, or created under the laws of a jurisdiction other than the state of Rhode Island or to a Rhode Island unincorporated “other entity”, a certificate of conversion to non-Rhode Island entity shall be filed in the office of the secretary of state. The certificate of conversion to non-Rhode Island entity shall state:",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/c019d8cfc248dbaa4684a445c8e202251ad094a575eb4d4eb3b176aca2b39f5b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c019d8cfc248dbaa4684a445c8e202251ad094a575eb4d4eb3b176aca2b39f5b",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.2.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The LLC conversion provisions do not state that the other jurisdiction must authorize the transaction.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/8861c51adb64da6f2fa609e6c3a000dcb75b8099bbc07ff05c64d3e62405e891.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8861c51adb64da6f2fa609e6c3a000dcb75b8099bbc07ff05c64d3e62405e891",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.1.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The LLC act uses “conversion,” including for a move to a foreign LLC.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-16-5.2(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic limited liability company may convert to a corporation, a business trust, or association, a real estate investment trust, a common law trust, a sole proprietorship, or any other unincorporated business or entity including a partnership (whether general or limited, including a registered limited liability partnership), or a foreign limited liability company upon the authorization of the conversion in accordance with this section.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/c019d8cfc248dbaa4684a445c8e202251ad094a575eb4d4eb3b176aca2b39f5b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.2.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "An outbound conversion filing requires all filing fees, other fees, and taxes to be paid.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-16-8(e)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(e) The secretary of state may not accept for filing a certificate of conversion to a non-Rhode Island entity until all required filing and other fees have been paid to the secretary of state and all fees and taxes have been paid.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/0fda0795cbf660e933340e00ad39a1c639923652f82034bc755519bd26f95b96.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0fda0795cbf660e933340e00ad39a1c639923652f82034bc755519bd26f95b96",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-8.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "R.I. Gen. Laws § 7-13.1-1153(a)",
          "quote": "(a) A plan of domestication of a domestic domesticating limited partnership is not effective unless it has been approved: (1) By all the partners entitled to vote on or consent to any matter; and (2) In a record, by each partner that will have interest holder liability for debts, obligations, and other liabilities that are incurred after the domestication becomes effective, unless: (i) The partnership agreement of the domesticating partnership in a record provides for the approval of a domestication or merger in which some or all of its partners become subject to interest holder liability by the affirmative vote or consent of fewer than all the partners; and (ii) The partner voted for or consented in a record to that provision of the partnership agreement or became a partner after the adoption of that provision.",
          "role": "operative_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/25a5d0bd84df2d4d479e7095598cdfc6c5a8f38d9c773649f03fd03003c366aa.html",
          "source_sha256": "25a5d0bd84df2d4d479e7095598cdfc6c5a8f38d9c773649f03fd03003c366aa",
          "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-5/7-13.1-1153.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "All voting partners approve a conversion or domestication, with recorded consent from partners assuming post-transaction liability unless the agreement provides otherwise.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-13.1-1143(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A plan of conversion is not effective unless it has been approved: (1) By a domestic converting limited partnership, by all the partners of the limited partnership entitled to vote on or consent to any matter; and (2) In a record, by each partner of a domestic converting limited partnership which will have interest holder liability for debts, obligations, and other liabilities that are incurred after the conversion becomes effective, unless: (i) The partnership agreement of the partnership provides in a record for the approval of a conversion or a merger in which some or all of its partners become subject to interest holder liability by the affirmative vote or consent of fewer than all the partners; and (ii) The partner voted for or consented in a record to that provision of the partnership agreement or became a partner after the adoption of that provision.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/72e22cd2f37e75fac95d7923dd73e8be58f2722e13f16b422533c451ae3ee586.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "72e22cd2f37e75fac95d7923dd73e8be58f2722e13f16b422533c451ae3ee586",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-4/7-13.1-1143.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The converted entity continues without interruption, and property, debts, liabilities, rights, and powers continue.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-13.1-1146(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective: (1) The converted entity is: (i) Organized under and thereafter subject to the organic law of the converted entity; and (ii) The same entity without interruption as the converting entity; (2) All property of the converting entity continues to be vested in the converted entity without transfer, reversion, or impairment; (3) All debts, obligations, and other liabilities of the converting entity continue as debts, obligations, and other liabilities of the converted entity; (4) Except as otherwise provided by law or the plan of conversion, all the rights, privileges, immunities, powers, and purposes of the converting entity remain in the converted entity; (5) The name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) The certificate of limited partnership of the converted entity becomes effective; (7) The provisions of the partnership agreement of the converted entity which are to be in a record, if any, approved as part of the plan of conversion become effective; and (8) The interests in the converting entity are converted, and the interest holders of the converting entity are entitled only to the rights provided to them under the plan of conversion and to any appraisal rights they have under § 7-13.1-1106.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/210c97f5d3360c8aa6884f92421118f7058a5a5e2839283bad8a75f86859c312.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "210c97f5d3360c8aa6884f92421118f7058a5a5e2839283bad8a75f86859c312",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-4/7-13.1-1146.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "R.I. Gen. Laws § 7-13.1-1103(a)",
          "quote": "(a) A domestic or foreign entity that is required to give notice to, or obtain the approval of, a governmental agency or officer of this state to be a party to a merger must give the notice or obtain the approval to be a party to an interest exchange, conversion, or domestication.",
          "role": "operative_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/121adbbff1f3606a9be42697b7013ccacfa0b485d658c7835abe4cae2a0ee106.html",
          "source_sha256": "121adbbff1f3606a9be42697b7013ccacfa0b485d658c7835abe4cae2a0ee106",
          "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-1/7-13.1-1103.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign entity other than a foreign LP may convert to a Rhode Island LP if its formation jurisdiction authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-13.1-1141(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) By complying with the provisions of this subpart applicable to foreign entities, a foreign entity that is not a foreign limited partnership may become a domestic limited partnership if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/92da0dea025e20a12be6f905045e0408a9edbc5892abd9cb37ce59719165118b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "92da0dea025e20a12be6f905045e0408a9edbc5892abd9cb37ce59719165118b",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-4/7-13.1-1141.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "R.I. Gen. Laws § 7-13.1-1103(a)",
          "quote": "(a) A domestic or foreign entity that is required to give notice to, or obtain the approval of, a governmental agency or officer of this state to be a party to a merger must give the notice or obtain the approval to be a party to an interest exchange, conversion, or domestication.",
          "role": "operative_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/121adbbff1f3606a9be42697b7013ccacfa0b485d658c7835abe4cae2a0ee106.html",
          "source_sha256": "121adbbff1f3606a9be42697b7013ccacfa0b485d658c7835abe4cae2a0ee106",
          "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-1/7-13.1-1103.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Rhode Island LP may convert to a different entity type; a foreign target also requires authorization by its jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-13.1-1141(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) By complying with this subpart, a domestic limited partnership may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation. (b) By complying with the provisions of this subpart applicable to foreign entities, a foreign entity that is not a foreign limited partnership may become a domestic limited partnership if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
      "readiness": "ready",
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      "rendered": "value",
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      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-4/7-13.1-1141.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "R.I. Gen. Laws § 7-13.1-1103(a)",
          "quote": "(a) A domestic or foreign entity that is required to give notice to, or obtain the approval of, a governmental agency or officer of this state to be a party to a merger must give the notice or obtain the approval to be a party to an interest exchange, conversion, or domestication.",
          "role": "operative_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/121adbbff1f3606a9be42697b7013ccacfa0b485d658c7835abe4cae2a0ee106.html",
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        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign LP may domesticate as a Rhode Island LP if its formation jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-13.1-1151(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) By complying with the provisions of this subpart applicable to foreign limited partnerships, a foreign limited partnership may become a domestic limited partnership if the domestication is authorized by the law of the foreign limited partnership’s jurisdiction of formation.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/53a603c0edf1ea19f465887122f0437a83e87fa3945d32d6c0b919e578fdba9a.html",
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      "source_class": "S1",
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      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-5/7-13.1-1151.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "R.I. Gen. Laws § 7-13.1-1103(a)",
          "quote": "(a) A domestic or foreign entity that is required to give notice to, or obtain the approval of, a governmental agency or officer of this state to be a party to a merger must give the notice or obtain the approval to be a party to an interest exchange, conversion, or domestication.",
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          "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-1/7-13.1-1103.htm"
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      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Rhode Island LP may domesticate as a foreign LP if the foreign jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-13.1-1151(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) By complying with this subpart, a domestic limited partnership may become a foreign limited partnership if the domestication is authorized by the law of the foreign jurisdiction.",
      "readiness": "ready",
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      "rendered": "value",
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      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "R.I. Gen. Laws § 7-13.1-1141(a)-(b)",
          "quote": "(a) By complying with this subpart, a domestic limited partnership may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation. (b) By complying with the provisions of this subpart applicable to foreign entities, a foreign entity that is not a foreign limited partnership may become a domestic limited partnership if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
          "role": "operative_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/92da0dea025e20a12be6f905045e0408a9edbc5892abd9cb37ce59719165118b.html",
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          "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-4/7-13.1-1141.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A foreign entity within the act's definition, other than a foreign LP, may convert to a Rhode Island LP.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-13.1-1101(12)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(12) “Entity”: (i) Means: (A) A business corporation; (B) A nonprofit corporation; (C) A general partnership, including a limited liability partnership; (D) A limited partnership, including a limited liability limited partnership; (E) A limited liability company; (F) A general cooperative association; (G) A limited cooperative association; (H) An unincorporated nonprofit association; (I) A statutory trust, business trust, or common-law business trust; or (J) Any other person that has: (I) A legal existence separate from any interest holder of that person; or (II) The power to acquire an interest in real property in its own name; and (ii) Does not include: (A) An individual; (B) A trust with a predominantly donative purpose or a charitable trust; (C) An association or relationship that is not an entity listed in subsection (12)(i) of this section and is not a partnership under the rules stated in § 7-12.1-202 or a similar provision of the law of another jurisdiction; (D) A decedent’s estate; or (E) A government or a governmental subdivision, agency, or instrumentality.",
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      "rendered": "value",
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      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-1/7-13.1-1101.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "R.I. Gen. Laws § 7-13.1-1141(a)-(b)",
          "quote": "(a) By complying with this subpart, a domestic limited partnership may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation. (b) By complying with the provisions of this subpart applicable to foreign entities, a foreign entity that is not a foreign limited partnership may become a domestic limited partnership if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
          "role": "operative_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/92da0dea025e20a12be6f905045e0408a9edbc5892abd9cb37ce59719165118b.html",
          "source_sha256": "92da0dea025e20a12be6f905045e0408a9edbc5892abd9cb37ce59719165118b",
          "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-4/7-13.1-1141.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "A Rhode Island LP may convert to a different domestic or foreign entity type within the act's entity definition.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-13.1-1101(12)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(12) “Entity”: (i) Means: (A) A business corporation; (B) A nonprofit corporation; (C) A general partnership, including a limited liability partnership; (D) A limited partnership, including a limited liability limited partnership; (E) A limited liability company; (F) A general cooperative association; (G) A limited cooperative association; (H) An unincorporated nonprofit association; (I) A statutory trust, business trust, or common-law business trust; or (J) Any other person that has: (I) A legal existence separate from any interest holder of that person; or (II) The power to acquire an interest in real property in its own name; and (ii) Does not include: (A) An individual; (B) A trust with a predominantly donative purpose or a charitable trust; (C) An association or relationship that is not an entity listed in subsection (12)(i) of this section and is not a partnership under the rules stated in § 7-12.1-202 or a similar provision of the law of another jurisdiction; (D) A decedent’s estate; or (E) A government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/c2a83c99a2963945cc1b41055ba8f42b04320f86457154484a148d4ca97502fc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c2a83c99a2963945cc1b41055ba8f42b04320f86457154484a148d4ca97502fc",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-1/7-13.1-1101.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The LP fee section locates the filing charge under its residual domestic-or-foreign LP document category.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-13.1-123(11)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(11) Filing any other document, statement, or report of a domestic or foreign limited partnership, except an annual report, ten dollars ($10.00);",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/9efb4b6bbd38babd55bc058996a37341000a774793e16a66e0b15c437846f21b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9efb4b6bbd38babd55bc058996a37341000a774793e16a66e0b15c437846f21b",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-1/7-13.1-123.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "R.I. Gen. Laws § 7-13.1-1142(a)",
          "quote": "(a) A domestic limited partnership may convert to a different type of entity under this subpart by approving a plan of conversion. The plan must be in a record and contain: (1) The name of the converting limited partnership; (2) The name, jurisdiction of formation, and type of entity of the converted entity; (3) The manner of converting the interests in the converting limited partnership into interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing; (4) The proposed public organic record of the converted entity if it will be a filing entity; (5) The full text of the private organic rules of the converted entity which are proposed to be in a record; (6) The other terms and conditions of the conversion; and (7) Any other provision required by the law of this state or the partnership agreement of the converting limited partnership.",
          "role": "operative_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/f9eff68af7be95ebf2a060cb2bf134cf764e753ea4254b1b322e804a0ee1d1fa.html",
          "source_sha256": "f9eff68af7be95ebf2a060cb2bf134cf764e753ea4254b1b322e804a0ee1d1fa",
          "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-4/7-13.1-1142.htm"
        },
        {
          "pinpoint": "R.I. Gen. Laws § 7-13.1-1152(a)",
          "quote": "(a) A domestic limited partnership may become a foreign limited partnership in a domestication by approving a plan of domestication. The plan must be in a record and contain: (1) The name of the domesticating limited partnership; (2) The name and jurisdiction of formation of the domesticated limited partnership; (3) The manner of converting the interests in the domesticating limited partnership into interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing; (4) The proposed certificate of limited partnership of the domesticated limited partnership; (5) The full text of the provisions of the partnership agreement of the domesticated limited partnership, that are proposed to be in a record; (6) The other terms and conditions of the domestication; and (7) Any other provision required by the law of this state or the partnership agreement of the domesticating limited partnership.",
          "role": "operative_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/901a28c0f2c73f2fa1076c10ca4957973df1588df42183a31b16f5e93f864d01.html",
          "source_sha256": "901a28c0f2c73f2fa1076c10ca4957973df1588df42183a31b16f5e93f864d01",
          "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-5/7-13.1-1152.htm"
        },
        {
          "pinpoint": "R.I. Gen. Laws § 7-13.1-1155(a)-(b)",
          "quote": "(a) A statement of domestication must be signed by the domesticating limited partnership and delivered to the secretary of state for filing. (b) A statement of domestication must contain: (1) The name and jurisdiction of formation of the domesticating limited partnership; (2) The name and jurisdiction of formation of the domesticated limited partnership; (3) If the domesticating limited partnership is a domestic limited partnership, a statement that the plan of domestication was approved in accordance with this subpart or, if the domesticating limited partnership is a foreign limited partnership, a statement that the domestication was approved in accordance with the law of its jurisdiction of formation; and (4) The certificate of limited partnership of the domesticated limited partnership, as an attachment.",
          "role": "operative_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/3cbca1b7b45af5c2cd651025aeff2c9536d002bfb47f469dc1054e70f94dde32.html",
          "source_sha256": "3cbca1b7b45af5c2cd651025aeff2c9536d002bfb47f469dc1054e70f94dde32",
          "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-5/7-13.1-1155.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The LP act requires a plan and filed statement for both conversion and domestication.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-13.1-1145(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A statement of conversion must be signed by the converting entity and delivered to the secretary of state for filing. (b) A statement of conversion must contain: (1) The name, jurisdiction of formation, and type of entity of the converting entity; (2) The name, jurisdiction of formation, and type of entity of the converted entity; (3) If the converting entity is a domestic limited partnership, a statement that the plan of conversion was approved in accordance with this subpart or, if the converting entity is a foreign entity, a statement that the conversion was approved by the foreign entity in accordance with the law of its jurisdiction of formation; (4) If the converted entity is a domestic filing entity, its public organic record, as an attachment; and (5) If the converted entity is a domestic limited liability partnership, its statement of qualification, as an attachment.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/3062e07b6866c8f225a9f94879919ccb4c8c51216c3cb6be70cdfd3180eb25cd.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3062e07b6866c8f225a9f94879919ccb4c8c51216c3cb6be70cdfd3180eb25cd",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-4/7-13.1-1145.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.lp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "R.I. Gen. Laws § 7-13.1-1141(a)(2), (b)",
          "quote": "(a) By complying with this subpart, a domestic limited partnership may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation. (b) By complying with the provisions of this subpart applicable to foreign entities, a foreign entity that is not a foreign limited partnership may become a domestic limited partnership if the conversion is authorized by the law of the foreign entity’s jurisdiction of formation.",
          "role": "operative_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/92da0dea025e20a12be6f905045e0408a9edbc5892abd9cb37ce59719165118b.html",
          "source_sha256": "92da0dea025e20a12be6f905045e0408a9edbc5892abd9cb37ce59719165118b",
          "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-4/7-13.1-1141.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "Foreign conversion and domestication require authorization by the relevant foreign jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-13.1-1151(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) By complying with this subpart, a domestic limited partnership may become a foreign limited partnership if the domestication is authorized by the law of the foreign jurisdiction. (b) By complying with the provisions of this subpart applicable to foreign limited partnerships, a foreign limited partnership may become a domestic limited partnership if the domestication is authorized by the law of the foreign limited partnership’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/53a603c0edf1ea19f465887122f0437a83e87fa3945d32d6c0b919e578fdba9a.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "53a603c0edf1ea19f465887122f0437a83e87fa3945d32d6c0b919e578fdba9a",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-5/7-13.1-1151.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The LP act uses “domestication” for a same-type jurisdiction move.",
      "fetch_event_id": null,
      "pinpoint": "R.I. Gen. Laws § 7-13.1-1151(a)-(b), heading Domestication authorized",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) By complying with this subpart, a domestic limited partnership may become a foreign limited partnership if the domestication is authorized by the law of the foreign jurisdiction. (b) By complying with the provisions of this subpart applicable to foreign limited partnerships, a foreign limited partnership may become a domestic limited partnership if the domestication is authorized by the law of the foreign limited partnership’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/53a603c0edf1ea19f465887122f0437a83e87fa3945d32d6c0b919e578fdba9a.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "53a603c0edf1ea19f465887122f0437a83e87fa3945d32d6c0b919e578fdba9a",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-5/7-13.1-1151.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#RI.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "operative_statute",
      "display": "The LP conversion and domestication subparts state no tax-clearance, good-standing, or tax-payment condition.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/RI/snapshots/c50/RI/92da0dea025e20a12be6f905045e0408a9edbc5892abd9cb37ce59719165118b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "92da0dea025e20a12be6f905045e0408a9edbc5892abd9cb37ce59719165118b",
      "source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-4/7-13.1-1141.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-11-111(b)",
          "quote": "(b) After adopting a plan of conversion, the board of directors shall submit the plan of conversion for approval by its shareholders. For a plan of conversion to be approved: (1) the corporation shall notify each shareholder of the proposed shareholders' meeting in accordance with Section 33-7-105. The notice also must state that a purpose of the meeting is to consider a plan of conversion and must contain or be accompanied by a copy or summary of the plan; (2) unless Chapters 1 through 20 of this title or the articles of incorporation require a different vote, the plan of conversion must be approved by: (i) two-thirds of the votes entitled to be cast on the plan, regardless of the class or voting group to which the shares belong; and (ii) two-thirds of the votes entitled to be cast on the plan within each voting group entitled to vote as a separate group on the plan; (3) the articles of incorporation may require a lower or higher vote for approval than that specified in subitem (2), but the required vote must be at least a majority of the votes entitled to be cast on the plan by each voting group entitled to vote separately on the plan; (4) separate voting by voting groups is required to approve the plan of conversion if the plan contains a provision that would require action by one or more separate voting groups if the provision were included in a proposed amendment to the articles of incorporation, pursuant to Section 33-10-104; and (5) a shareholder may dissent from the plan of conversion and obtain payment of fair value of his shares as provided in Sections 33-13-101 through 33-13-310.",
          "role": "outbound_conversion_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
          "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
          "source_url": "https://www.scstatehouse.gov/code/t33c011.php"
        },
        {
          "pinpoint": "S.C. Code §33-9-100(c)(5)",
          "quote": "(5) that the filing of the articles of domestication has been authorized by a majority of the votes cast by all shareholders entitled to vote on the proposal, unless a greater vote is required by the articles of incorporation or other charter documents existing immediately before the filing of the articles of incorporation; and",
          "role": "domestication_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/SC/3f4c2576cc392dbc434a4ff1768c2e12ccd31253fc215a75aeb8979758a54731.html",
          "source_sha256": "3f4c2576cc392dbc434a4ff1768c2e12ccd31253fc215a75aeb8979758a54731",
          "source_url": "https://www.scstatehouse.gov/code/t33c009.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Inbound partnership conversion uses the partnership-agreement vote; outbound corporation conversion requires board submission and the stated shareholder vote; inbound domestication uses the vote certified in its articles.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-11-109(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) The terms and conditions of a conversion of a partnership or limited partnership to a corporation must be approved by all the partners or by the number or percentage of the partners required for conversion in the partnership agreement.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
      "source_url": "https://www.scstatehouse.gov/code/t33c011.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-11-112(b)",
          "quote": "(b) When a conversion takes effect: (1) all property owned by the converting corporation vests in the limited liability company; (2) all debts, liabilities, and other obligations of the converting corporation continue as obligations of the limited liability company; (3) an action or proceeding pending by or against the converting corporation may be continued as if the conversion has not occurred; (4) except as prohibited by other law, all the rights, privileges, immunities, powers, and purposes of the converting corporation vest in the limited liability company; and (5) except as otherwise provided in the agreement of conversion pursuant to Section 33-11-111",
          "role": "outbound_conversion_effect",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
          "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
          "source_url": "https://www.scstatehouse.gov/code/t33c011.php"
        },
        {
          "pinpoint": "S.C. Code §33-9-110(b)",
          "quote": "(b) When a domestication is effective: (1) the title to all real and personal property, both tangible and intangible, of the corporation remains in the corporation without reversion or impairment; (2) the debts, liabilities, and other obligations of the corporation remain the obligations of the corporation; (3) an action or proceeding pending against the corporation may be continued against the corporation as if the domestication had not occurred; (4) the articles of domestication are the articles of incorporation of the corporation; (5) the shares of the corporation issued and outstanding before the domestication are the shares issued and outstanding of the corporation; and (6) except as prohibited by other law, all the rights, privileges, immunities, powers, and purposes of the domesticating corporation remain vested in the corporation.",
          "role": "domestication_effect",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/SC/3f4c2576cc392dbc434a4ff1768c2e12ccd31253fc215a75aeb8979758a54731.html",
          "source_sha256": "3f4c2576cc392dbc434a4ff1768c2e12ccd31253fc215a75aeb8979758a54731",
          "source_url": "https://www.scstatehouse.gov/code/t33c009.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Corporation conversion and inbound domestication preserve the same entity, property, obligations, pending proceedings, rights, and owner interests.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-11-110(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) When a conversion takes effect: (1) all property owned by the converting partnership or limited partnership vests in the corporation; (2) all debts, liabilities, and other obligations of the converting partnership or limited partnership continue as obligations of the corporation; (3) an action or proceeding pending by or against the converting partnership or limited partnership may be continued as if the conversion has not occurred; (4) except as prohibited by other law, all the rights, privileges, immunities, powers, and purposes of the converting partnership or limited partnership vest in the corporation; and (5) except as otherwise provided in the agreement of conversion pursuant to Section 33-11-109",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
      "source_url": "https://www.scstatehouse.gov/code/t33c011.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.corp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-44-908",
          "quote": "SECTION 33-44-908. Conversion to corporation; approval and contents of agreement of conversion; filing of articles of incorporation. (a) A limited liability company may be converted to a corporation pursuant to this section. (b) The terms and conditions of a conversion of a limited liability company to a corporation must be approved by all the members or by the number or percentage of the members required for conversion in the limited liability company agreement. (c) An agreement of conversion must include the terms and conditions of the conversion of the interests of members of a limited liability company into interests in the converted corporation or the cash or other consideration to be paid or delivered as a result of the conversion of the interests of the members, or both. (d) After a conversion is approved pursuant to subsection (b), the limited liability company shall file with the Secretary of State articles of incorporation that satisfy the requirements of Section 33-2-102 and contain: (1) a statement that the limited liability company was converted to a corporation from a limited liability company; (2) its former name; (3) a statement of the number of votes cast by the members entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); and (4) a statement that the articles of organization are cancelled as of the date the conversion takes effect. (e) A conversion takes effect when the articles of incorporation are filed in the Office of the Secretary of State or at a later date specified in the articles of incorporation. (f) A member who becomes a shareholder of a corporation as a result of a conversion remains liable as a member for an obligation incurred by the limited liability company before the conversion takes effect and for which a member would be personally liable.",
          "role": "llc_source",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
          "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
          "source_url": "https://www.scstatehouse.gov/code/t33c044.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A partnership, limited partnership, or LLC may convert to a South Carolina corporation.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-11-109",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "SECTION 33-11-109. Conversion of partnership or limited partnership to corporation. (a) A partnership or limited partnership may be converted to a corporation pursuant to this section. (b) The terms and conditions of a conversion of a partnership or limited partnership to a corporation must be approved by all the partners or by the number or percentage of the partners required for conversion in the partnership agreement. (c) An agreement of conversion must include the terms and conditions of the conversion of the interests of partners of a partnership or of a limited partnership into shares, obligations, or other securities in the converted corporation or the cash or other consideration to be paid or delivered as a result of the conversion of the interests of the partners, or both. (d) After a conversion is approved pursuant to subsection (b), the partnership or limited partnership shall file with the Secretary of State articles of incorporation that satisfy the requirements of Section 33-2-102 and contain: (1) a statement that the partnership or limited partnership is converted to a corporation from a partnership or limited partnership; (2) its former name; (3) a statement of the number of votes cast by the partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); and (4) in the case of a limited partnership, a statement that the certificate of limited partnership is canceled as of the date the conversion takes effect. (e) In the case of a limited partnership, the filing of articles of incorporation pursuant to subsection (d) cancels its certificate of limited partnership as of the date the conversion takes effect. (f) A conversion takes effect when the articles of incorporation are filed in the Office of the Secretary of State or at a later date specified in the articles of incorporation. (g) A general partner who becomes a shareholder of a corporation as a result of a conversion remains liable as a partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect. (h) A limited partner who becomes a shareholder as a result of a conversion remains liable only to the extent the limited partner was liable for an obligation incurred by the limited partnership before the conversion takes effect. (i) A partner's liability for all obligations of the corporation incurred after the conversion takes effect is that of a shareholder of the corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
      "source_url": "https://www.scstatehouse.gov/code/t33c011.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-11-113",
          "quote": "SECTION 33-11-113. Conversion of corporation to partnership or limited partnership; contents and filing of agreement of conversion. (a) A corporation may be converted to a partnership or limited partnership pursuant to this section. (b) After adopting a plan of conversion, the board of directors shall submit the plan of conversion for approval by its shareholders. For a plan of conversion to be approved: (1) the corporation shall notify each shareholder of the proposed shareholders' meeting in accordance with Section 33-7-105. The notice also must state that a purpose of the meeting is to consider a plan of conversion and must contain or be accompanied by a copy or summary of the plan; (2) unless Chapters 1 through 20 of this title or the articles of incorporation require a different vote, the plan of conversion must be approved by: (i) two-thirds of the votes entitled to be cast on the plan, regardless of the class or voting group to which the shares belong; and (ii) two-thirds of the votes entitled to be cast on the plan within each voting group entitled to vote as a separate group on the plan; (3) the articles of incorporation may require a lower or higher vote for approval than that specified in subitem (2), but the required vote must be at least a majority of the votes entitled to be cast on the plan by each voting group entitled to vote separately on the plan; (4) separate voting by voting groups is required to approve the plan of conversion if the plan contains a provision that would require action by one or more separate voting groups if the provision was included in a proposed amendment to the articles of incorporation pursuant to Section 33-10-104; and (5) a shareholder may dissent from the plan of conversion and obtain payment of the fair value of his shares as provided in Sections 33-13-101 through 33-13-310. (c) An agreement of conversion must include the terms and conditions of the conversion of the shares of shareholders of a corporation into interests in the converted partnership or limited partnership or the cash or other consideration to be paid or delivered as a result of the conversion of the shares of the shareholders, or both. (d) After a conversion is approved pursuant to subsection (b), the corporation shall file with the Secretary of State articles of conversion or certificate of limited partnership that satisfies the requirements of Section 33-42-210 and contains: (1) a statement that the corporation was converted to a partnership or limited partnership from a corporation, as the case may be; (2) its former name; (3) a statement of the number of votes cast by the shareholders entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); (4) if voting by voting groups was required, the information in subitem (3) must be provided for each voting group entitled to vote separately on the plan of conversion; and (5) a statement that the articles of incorporation are to be cancelled as of the date the conversion takes effect. (e) The filing of articles of conversion or a certificate of limited partnership pursuant to subsection (d) cancels the articles of incorporation of the corporation as of the date the conversion takes effect. (f) A conversion takes effect when the articles of conversion or certificate of limited partnership is filed with the Secretary of State or at a later date specified in the articles of conversion or certificate of limited partnership. (g) A shareholder's liability for all obligations of the limited partnership incurred after the conversion takes effect is that of a general partner or limited partner. A shareholder who becomes a partner of a partnership or limited partnership as a result of a conversion remains liable only to the extent the shareholder was liable for an obligation incurred by the corporation before the conversion takes effect.",
          "role": "partnership_or_lp_target",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
          "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
          "source_url": "https://www.scstatehouse.gov/code/t33c011.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A South Carolina corporation may convert to an LLC, partnership, or limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-11-111",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "SECTION 33-11-111. Conversion of corporation to limited liability company; contents and filing of agreement of conversion. (a) A corporation may be converted to a limited liability company pursuant to this section. (b) After adopting a plan of conversion, the board of directors shall submit the plan of conversion for approval by its shareholders. For a plan of conversion to be approved: (1) the corporation shall notify each shareholder of the proposed shareholders' meeting in accordance with Section 33-7-105. The notice also must state that a purpose of the meeting is to consider a plan of conversion and must contain or be accompanied by a copy or summary of the plan; (2) unless Chapters 1 through 20 of this title or the articles of incorporation require a different vote, the plan of conversion must be approved by: (i) two-thirds of the votes entitled to be cast on the plan, regardless of the class or voting group to which the shares belong; and (ii) two-thirds of the votes entitled to be cast on the plan within each voting group entitled to vote as a separate group on the plan; (3) the articles of incorporation may require a lower or higher vote for approval than that specified in subitem (2), but the required vote must be at least a majority of the votes entitled to be cast on the plan by each voting group entitled to vote separately on the plan; (4) separate voting by voting groups is required to approve the plan of conversion if the plan contains a provision that would require action by one or more separate voting groups if the provision were included in a proposed amendment to the articles of incorporation, pursuant to Section 33-10-104; and (5) a shareholder may dissent from the plan of conversion and obtain payment of fair value of his shares as provided in Sections 33-13-101 through 33-13-310. (c) An agreement of conversion must include the terms and conditions of the conversion of the shares of shareholders of a corporation into interests in the converted limited liability company or the cash or other consideration to be paid or delivered as a result of the conversion of the shares of the shareholders, or both. (d) After a conversion is approved pursuant to subsection (b), the corporation shall file with the Secretary of State articles of organization that satisfy the requirements of Section 33-44-203 and contain: (1) a statement that the corporation is converted to a limited liability company from a corporation; (2) its former name; (3) a statement of the number of votes cast by the shareholders entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); (4) if voting by voting group is required, the information in subitem (3) must be provided for each voting group entitled to vote separately on the plan of conversion; and (5) a statement that the articles of incorporation are cancelled as of the date the conversion takes effect. (e) The filing of articles of organization pursuant to subsection (d) cancels the articles of incorporation of the corporation as of the date the conversion takes effect. (f) A conversion takes effect when the articles of organization are filed in the Office of the Secretary of State or at a later date specified in the articles of organization. (g) A shareholder's liability for all obligations of the limited liability company incurred after the conversion takes effect is that of a member of the company. A shareholder who becomes a member of a limited liability company as a result of a conversion remains liable only to the extent the shareholder was liable for an obligation incurred by the corporation before the conversion takes effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
      "source_url": "https://www.scstatehouse.gov/code/t33c011.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A foreign corporation may become a South Carolina corporation by filing articles of domestication and the required initial annual report, then making the former-state filing within five business days.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-9-100",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A foreign corporation may become a domestic corporation by filing with the Secretary of State: (1) articles of domestication that, upon filing, are the articles of incorporation for the corporation, and include the information required by Section 33-2-102(a)(1) through (3), any optional provisions desired and authorized by Section 33-2-102",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/SC/3f4c2576cc392dbc434a4ff1768c2e12ccd31253fc215a75aeb8979758a54731.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3f4c2576cc392dbc434a4ff1768c2e12ccd31253fc215a75aeb8979758a54731",
      "source_url": "https://www.scstatehouse.gov/code/t33c009.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No express procedure authorizing a South Carolina corporation to domesticate out as a foreign corporation was located in the complete captured corporation provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/SC/3f4c2576cc392dbc434a4ff1768c2e12ccd31253fc215a75aeb8979758a54731.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3f4c2576cc392dbc434a4ff1768c2e12ccd31253fc215a75aeb8979758a54731",
      "source_url": "https://www.scstatehouse.gov/code/t33c009.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-44-908(a)",
          "quote": "(a) A limited liability company may be converted to a corporation pursuant to this section.",
          "role": "llc_source",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
          "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
          "source_url": "https://www.scstatehouse.gov/code/t33c044.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Partnerships, limited partnerships, and LLCs may convert into South Carolina corporations.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-11-109(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A partnership or limited partnership may be converted to a corporation pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
      "source_url": "https://www.scstatehouse.gov/code/t33c011.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-11-113(a)",
          "quote": "(a) A corporation may be converted to a partnership or limited partnership pursuant to this section.",
          "role": "partnership_or_lp_target",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
          "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
          "source_url": "https://www.scstatehouse.gov/code/t33c011.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A South Carolina corporation may convert into an LLC, partnership, or limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-11-111(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A corporation may be converted to a limited liability company pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
      "source_url": "https://www.scstatehouse.gov/code/t33c011.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Corporation conversion and domestication filing fees and filing taxes are located in S.C. Code §33-1-220.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-1-220(a), (d)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "SECTION 33-1-220. Filing, service, and copying fees. (a) The Secretary of State shall collect the following fees when the documents described in this subsection are delivered to him for filing: DOCUMENT FEE (1) Articles of incorporation $10.00. (2) Application for use of indistinguishable name $10.00. (3) Application for reserved name $10.00. (4) Notice of transfer of reserved name $ 3.00. (5) Application for registered name $10.00. (6) Application for renewal of registered name $10.00. (7) Corporation's statement of change of registered agent or registered office or both $10.00. (8) Agent's statement of change of registered office for each affected corporation $ 2.00. (9) Agent's statement of resignation $ 3.00. (10) Amendment of articles of incorporation $10.00. (11) Restatement of articles of incorporation with amendment of articles $10.00. (12) Articles of merger or share exchange $10.00. (13) Articles of dissolution $10.00. (14) Articles of revocation of dissolution $10.00. (15) Certificate of administrative dissolution No fee. (16) Application for reinstatement following administrative dissolution $25.00. (17) Certificate of reinstatement No fee. (18) Certificate of judicial dissolution No fee. (19) Application for certificate of authority $10.00. (20) Application for amended certificate of authority $10.00. (21) Application for certificate of withdrawal $10.00. (22) Certificate of revocation of authority to transact business No fee. (23) Annual report-As provided in Section 12-19-20 Fee Paidto theDepartmentof Revenue (24) Articles of correction $10.00. (25) Application for certificate of existence or authorization $ 2.00. (26) Articles of domestication $10.00. (27) Articles of conversion $10.00. (28) Any other document required or authorized to be filed by this act. $ 10.00. (b) The Secretary of State shall collect a fee of ten dollars each time process is served on him under Chapters 1 through 20 of this Title. The party to a proceeding causing service of process is entitled to recover this fee as costs if he prevails in the proceeding. (c) The Secretary of State shall collect the following fees for copying and certifying the copy of any filed document relating to a domestic or foreign corporation: (1) for copying, one dollar for the first page and fifty cents for each additional page; and (2) two dollars for the certificate. (d) Before filing any of the following documents, the Secretary of State shall collect the following taxes that must be remitted to the State Treasurer for use of the State: (1) articles of incorporation, one hundred dollars plus the minimum license fee imposed pursuant to Chapter 19 of Title 12; (2) amendment to articles of incorporation, one hundred dollars; (3) articles of merger or share exchange, one hundred dollars; (4) application by a foreign corporation for a certificate of authority to do business in South Carolina, one hundred dollars plus the minimum license fee imposed pursuant to Chapter 19 of Title 12; (5) amendment by a foreign corporation of its certificate of authority, one hundred dollars; (6) articles of conversion pursuant to either Section 33-11-111 or Section 33-11-113, one hundred dollars; (7) articles of domestication pursuant to Section 33-9-100, one hundred dollars.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/7a941323d2fd006d3aeab10d69ef3eb3014de8e5b15f033bf9498ea254d16c0d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7a941323d2fd006d3aeab10d69ef3eb3014de8e5b15f033bf9498ea254d16c0d",
      "source_url": "https://www.scstatehouse.gov/code/t33c001.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-11-111(d)",
          "quote": "(d) After a conversion is approved pursuant to subsection (b), the corporation shall file with the Secretary of State articles of organization that satisfy the requirements of Section 33-44-203 and contain: (1) a statement that the corporation is converted to a limited liability company from a corporation; (2) its former name; (3) a statement of the number of votes cast by the shareholders entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); (4) if voting by voting group is required, the information in subitem (3) must be provided for each voting group entitled to vote separately on the plan of conversion; and (5) a statement that the articles of incorporation are cancelled as of the date the conversion takes effect.",
          "role": "llc_destination_instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
          "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
          "source_url": "https://www.scstatehouse.gov/code/t33c011.php"
        },
        {
          "pinpoint": "S.C. Code §33-11-113(d)",
          "quote": "(d) After a conversion is approved pursuant to subsection (b), the corporation shall file with the Secretary of State articles of conversion or certificate of limited partnership that satisfies the requirements of Section 33-42-210 and contains: (1) a statement that the corporation was converted to a partnership or limited partnership from a corporation, as the case may be; (2) its former name; (3) a statement of the number of votes cast by the shareholders entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); (4) if voting by voting groups was required, the information in subitem (3) must be provided for each voting group entitled to vote separately on the plan of conversion; and (5) a statement that the articles of incorporation are to be cancelled as of the date the conversion takes effect.",
          "role": "partnership_or_lp_destination_instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
          "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
          "source_url": "https://www.scstatehouse.gov/code/t33c011.php"
        },
        {
          "pinpoint": "S.C. Code §33-9-100(a)",
          "quote": "(a) A foreign corporation may become a domestic corporation by filing with the Secretary of State: (1) articles of domestication that, upon filing, are the articles of incorporation for the corporation, and include the information required by Section 33-2-102(a)(1) through (3), any optional provisions desired and authorized by Section 33-2-102",
          "role": "domestication_instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/SC/3f4c2576cc392dbc434a4ff1768c2e12ccd31253fc215a75aeb8979758a54731.html",
          "source_sha256": "3f4c2576cc392dbc434a4ff1768c2e12ccd31253fc215a75aeb8979758a54731",
          "source_url": "https://www.scstatehouse.gov/code/t33c009.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Corporation transactions use a plan or agreement and destination-specific formation or conversion articles; inbound domestication uses articles of domestication.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-11-109(d)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(d) After a conversion is approved pursuant to subsection (b), the partnership or limited partnership shall file with the Secretary of State articles of incorporation that satisfy the requirements of Section 33-2-102 and contain: (1) a statement that the partnership or limited partnership is converted to a corporation from a partnership or limited partnership; (2) its former name; (3) a statement of the number of votes cast by the partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); and (4) in the case of a limited partnership, a statement that the certificate of limited partnership is canceled as of the date the conversion takes effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
      "source_url": "https://www.scstatehouse.gov/code/t33c011.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "South Carolina's corporation conversion and inbound-domestication provisions do not state that the other jurisdiction must authorize the transaction.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
      "source_url": "https://www.scstatehouse.gov/code/t33c011.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "South Carolina uses the statutory term “domestication” for a foreign corporation becoming domestic.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-9-100(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A foreign corporation may become a domestic corporation by filing with the Secretary of State: (1) articles of domestication that, upon filing, are the articles of incorporation for the corporation, and include the information required by Section 33-2-102(a)(1) through (3), any optional provisions desired and authorized by Section 33-2-102",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/SC/3f4c2576cc392dbc434a4ff1768c2e12ccd31253fc215a75aeb8979758a54731.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3f4c2576cc392dbc434a4ff1768c2e12ccd31253fc215a75aeb8979758a54731",
      "source_url": "https://www.scstatehouse.gov/code/t33c009.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.corp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-9-100(a)(2)",
          "quote": "(2) an initial annual report of the corporation as provided in Section 12-20-40.",
          "role": "domestication_cross_reference",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/SC/3f4c2576cc392dbc434a4ff1768c2e12ccd31253fc215a75aeb8979758a54731.html",
          "source_sha256": "3f4c2576cc392dbc434a4ff1768c2e12ccd31253fc215a75aeb8979758a54731",
          "source_url": "https://www.scstatehouse.gov/code/t33c009.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A corporation domesticating into South Carolina must file the initial annual report and minimum license fee with its articles of domestication.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §12-20-40(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(A) An initial annual report and the minimum license fee required by Sections 12-20-50 and 12-20-100(C) must be filed with the Secretary of State with the initial articles of incorporation filed by a domestic corporation, an application for certificate of authority filed by a foreign corporation, or the articles of domestication filed by a corporation domesticating in South Carolina, as appropriate. The initial annual report must be submitted to the department by the Secretary of State and contain the information required in Section 12-20-30(A).",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/bbb5dfe08c28ea259c3f880bb82b02f461b5b0fb50e7603b2fcc48a17a4601c4.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bbb5dfe08c28ea259c3f880bb82b02f461b5b0fb50e7603b2fcc48a17a4601c4",
      "source_url": "https://www.scstatehouse.gov/code/t12c020.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-44-908(b)",
          "quote": "(b) The terms and conditions of a conversion of a limited liability company to a corporation must be approved by all the members or by the number or percentage of the members required for conversion in the limited liability company agreement.",
          "role": "outbound_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
          "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
          "source_url": "https://www.scstatehouse.gov/code/t33c044.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Inbound partnership conversion uses the partnership-agreement vote; outbound LLC conversion uses all members or the percentage stated in the operating agreement.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-44-902(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) The terms and conditions of a conversion of a partnership or limited partnership to a limited liability company must be approved by all of the partners or by a number or percentage of the partners required for conversion in the partnership agreement.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-44-909(b)",
          "quote": "(b) When a conversion takes effect: (1) all property owned by the converting limited liability company vests in the corporation; (2) all debts, liabilities, and other obligations of the converting limited liability company continue as obligations of the corporation; (3) an action or proceeding pending by or against the converting limited liability company may be continued as if the conversion had not occurred; (4) except as prohibited by other law, all the rights, privileges, immunities, powers, and purposes of the converting limited liability company vest in the corporation; (5) except as otherwise provided in the agreement of conversion pursuant to Section 33-44-908, all the members of the converting limited liability company continue as shareholders of the corporation; and (6) a member's liability for all obligations of the corporation incurred after the conversion takes effect is that of a shareholder of the corporation.",
          "role": "outbound_effect",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
          "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
          "source_url": "https://www.scstatehouse.gov/code/t33c044.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Inbound and outbound LLC conversion preserve property, obligations, pending proceedings, rights, and owner continuity under the applicable effects sections.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-44-903(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) When a conversion takes effect: (1) all property owned by the converting partnership or limited partnership vests in the limited liability company; (2) all debts, liabilities, and other obligations of the converting partnership or limited partnership continue as obligations of the limited liability company; (3) an action or proceeding pending by or against the converting partnership or limited partnership 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 partnership or limited partnership vest in the limited liability company; and (5) except as otherwise provided in the agreement of conversion under Section 33-44-902",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.llc.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-11-111",
          "quote": "SECTION 33-11-111. Conversion of corporation to limited liability company; contents and filing of agreement of conversion. (a) A corporation may be converted to a limited liability company pursuant to this section. (b) After adopting a plan of conversion, the board of directors shall submit the plan of conversion for approval by its shareholders. For a plan of conversion to be approved: (1) the corporation shall notify each shareholder of the proposed shareholders' meeting in accordance with Section 33-7-105. The notice also must state that a purpose of the meeting is to consider a plan of conversion and must contain or be accompanied by a copy or summary of the plan; (2) unless Chapters 1 through 20 of this title or the articles of incorporation require a different vote, the plan of conversion must be approved by: (i) two-thirds of the votes entitled to be cast on the plan, regardless of the class or voting group to which the shares belong; and (ii) two-thirds of the votes entitled to be cast on the plan within each voting group entitled to vote as a separate group on the plan; (3) the articles of incorporation may require a lower or higher vote for approval than that specified in subitem (2), but the required vote must be at least a majority of the votes entitled to be cast on the plan by each voting group entitled to vote separately on the plan; (4) separate voting by voting groups is required to approve the plan of conversion if the plan contains a provision that would require action by one or more separate voting groups if the provision were included in a proposed amendment to the articles of incorporation, pursuant to Section 33-10-104; and (5) a shareholder may dissent from the plan of conversion and obtain payment of fair value of his shares as provided in Sections 33-13-101 through 33-13-310. (c) An agreement of conversion must include the terms and conditions of the conversion of the shares of shareholders of a corporation into interests in the converted limited liability company or the cash or other consideration to be paid or delivered as a result of the conversion of the shares of the shareholders, or both. (d) After a conversion is approved pursuant to subsection (b), the corporation shall file with the Secretary of State articles of organization that satisfy the requirements of Section 33-44-203 and contain: (1) a statement that the corporation is converted to a limited liability company from a corporation; (2) its former name; (3) a statement of the number of votes cast by the shareholders entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); (4) if voting by voting group is required, the information in subitem (3) must be provided for each voting group entitled to vote separately on the plan of conversion; and (5) a statement that the articles of incorporation are cancelled as of the date the conversion takes effect. (e) The filing of articles of organization pursuant to subsection (d) cancels the articles of incorporation of the corporation as of the date the conversion takes effect. (f) A conversion takes effect when the articles of organization are filed in the Office of the Secretary of State or at a later date specified in the articles of organization. (g) A shareholder's liability for all obligations of the limited liability company incurred after the conversion takes effect is that of a member of the company. A shareholder who becomes a member of a limited liability company as a result of a conversion remains liable only to the extent the shareholder was liable for an obligation incurred by the corporation before the conversion takes effect.",
          "role": "corporation_source",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
          "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
          "source_url": "https://www.scstatehouse.gov/code/t33c011.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A partnership, limited partnership, or corporation may convert to a South Carolina LLC.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-44-902",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "SECTION 33-44-902. Conversion of partnership or limited partnership to limited liability company. (a) A partnership or limited partnership may be converted to a limited liability company pursuant to this section. (b) The terms and conditions of a conversion of a partnership or limited partnership to a limited liability company must be approved by all of the partners or by a number or percentage of the partners required for conversion in the partnership agreement. (c) An agreement of conversion must set forth the terms and conditions of the conversion of the interests of partners of a partnership or of a limited partnership, as the case may be, into interests in the converted limited liability company or the cash or other consideration to be paid or delivered as a result of the conversion of the interests of the partners, or a combination thereof. (d) After a conversion is approved under subsection (b), the partnership or limited partnership shall file articles of organization in the office of the Secretary of State which satisfy the requirements of Section 33-44-203 and contain: (1) a statement that the partnership or limited partnership was converted to a limited liability company from a partnership or limited partnership, as the case may be; (2) its former name; (3) a statement of the number of votes cast by the partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion under subsection (b); and (4) in the case of a limited partnership, a statement that the certificate of limited partnership is to be canceled as of the date the conversion took effect. (e) In the case of a limited partnership, the filing of articles of organization under subsection (d) cancels its certificate of limited partnership as of the date the conversion took effect. (f) A conversion takes effect when the articles of organization are filed in the office of the Secretary of State or at any later date specified in the articles of organization. (g) A general partner who becomes a member of a limited liability company as a result of a conversion remains liable as a partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect. (h) A general partner's liability for all obligations of the limited liability company incurred after the conversion takes effect is that of a member of the company. A limited partner who becomes a member as a result of a conversion remains liable only to the extent the limited partner was liable for an obligation incurred by the limited partnership before the conversion takes effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.llc.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-44-910",
          "quote": "SECTION 33-44-910. Conversion to limited partnership; terms and approval of agreement of conversion; filing of certificate of limited partnership. (a) A limited liability company may be converted to a limited partnership pursuant to this section. (b) The terms and conditions of a conversion of a limited liability company to a limited partnership must be approved by all the members or by the number or percentage of the members required for conversion in the operating agreement. (c) An agreement of conversion must include the terms and conditions of the conversion of the interests of members of a limited liability company into interests in the converted limited partnership or the cash or other consideration to be paid or delivered as a result of the conversion of the interests of the members, or both. (d) After a conversion is approved pursuant to subsection (b), the limited liability company shall file with the Secretary of State a certificate of limited partnership that satisfies the requirements of Section 33-42-210 and contains: (1) a statement that the limited liability company is converted to a limited partnership from a limited liability company; (2) its former name; (3) a statement of the number of votes cast by the members entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); and (4) a statement that the articles of organization are cancelled as of the date the conversion takes effect. (e) The filing of a certificate of limited partnership pursuant to subsection (d) cancels the articles of organization of the limited liability company as of the date the conversion takes effect. (f) A conversion takes effect when the certificate of limited partnership is filed with the Secretary of State or at a later date specified in the certificate of limited partnership. (g) A member's liability for all obligations of the limited partnership incurred after the conversion takes effect is that of a general partner or limited partner. A member who becomes a partner of a limited partnership as a result of a conversion remains liable only to the extent the member was liable for an obligation incurred by the limited liability company before the conversion takes effect.",
          "role": "limited_partnership_target",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
          "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
          "source_url": "https://www.scstatehouse.gov/code/t33c044.php"
        },
        {
          "pinpoint": "S.C. Code §33-44-912",
          "quote": "SECTION 33-44-912. Conversion to partnership; contents and approval of agreement of conversion; filing articles of conversion. (a) A limited liability company may be converted to a partnership pursuant to this section. (b) The terms and conditions of a conversion of a limited liability company to a partnership must be approved by all the members or by the number or percentage of the members required for conversion in the operating agreement. (c) An agreement of conversion must include the terms and conditions of the conversion of the interests of members of a limited liability company into interests in the converted partnership or the cash or other consideration to be paid or delivered as a result of the conversion of the interests of the members, or both. (d) After a conversion is approved pursuant to subsection (b), the limited liability company shall file with the Secretary of State articles of conversion that contain: (1) a statement that the limited liability company is converted to a partnership from a limited liability company; (2) its former name; (3) a statement of the number of votes cast by the members entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); and (4) a statement that the articles of organization are cancelled as of the date the conversion takes effect. (e) A conversion takes effect when the articles of conversion are filed with the Secretary of State or at a later date specified in the articles of conversion. (f) A member who becomes a partner of a partnership as a result of a conversion remains liable as a member for an obligation incurred by the limited liability company before the conversion takes effect and for which a member would be personally liable.",
          "role": "partnership_target",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
          "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
          "source_url": "https://www.scstatehouse.gov/code/t33c044.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A South Carolina LLC may convert to a corporation, limited partnership, or partnership under the destination-specific conversion sections.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-44-908",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "SECTION 33-44-908. Conversion to corporation; approval and contents of agreement of conversion; filing of articles of incorporation. (a) A limited liability company may be converted to a corporation pursuant to this section. (b) The terms and conditions of a conversion of a limited liability company to a corporation must be approved by all the members or by the number or percentage of the members required for conversion in the limited liability company agreement. (c) An agreement of conversion must include the terms and conditions of the conversion of the interests of members of a limited liability company into interests in the converted corporation or the cash or other consideration to be paid or delivered as a result of the conversion of the interests of the members, or both. (d) After a conversion is approved pursuant to subsection (b), the limited liability company shall file with the Secretary of State articles of incorporation that satisfy the requirements of Section 33-2-102 and contain: (1) a statement that the limited liability company was converted to a corporation from a limited liability company; (2) its former name; (3) a statement of the number of votes cast by the members entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); and (4) a statement that the articles of organization are cancelled as of the date the conversion takes effect. (e) A conversion takes effect when the articles of incorporation are filed in the Office of the Secretary of State or at a later date specified in the articles of incorporation. (f) A member who becomes a shareholder of a corporation as a result of a conversion remains liable as a member for an obligation incurred by the limited liability company before the conversion takes effect and for which a member would be personally liable.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No express inbound LLC domestication or continuance authorization was located in the complete South Carolina LLC Act.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No express outbound LLC domestication or continuance authorization was located in the complete South Carolina LLC Act.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-11-111",
          "quote": "SECTION 33-11-111. Conversion of corporation to limited liability company; contents and filing of agreement of conversion. (a) A corporation may be converted to a limited liability company pursuant to this section. (b) After adopting a plan of conversion, the board of directors shall submit the plan of conversion for approval by its shareholders. For a plan of conversion to be approved: (1) the corporation shall notify each shareholder of the proposed shareholders' meeting in accordance with Section 33-7-105. The notice also must state that a purpose of the meeting is to consider a plan of conversion and must contain or be accompanied by a copy or summary of the plan; (2) unless Chapters 1 through 20 of this title or the articles of incorporation require a different vote, the plan of conversion must be approved by: (i) two-thirds of the votes entitled to be cast on the plan, regardless of the class or voting group to which the shares belong; and (ii) two-thirds of the votes entitled to be cast on the plan within each voting group entitled to vote as a separate group on the plan; (3) the articles of incorporation may require a lower or higher vote for approval than that specified in subitem (2), but the required vote must be at least a majority of the votes entitled to be cast on the plan by each voting group entitled to vote separately on the plan; (4) separate voting by voting groups is required to approve the plan of conversion if the plan contains a provision that would require action by one or more separate voting groups if the provision were included in a proposed amendment to the articles of incorporation, pursuant to Section 33-10-104; and (5) a shareholder may dissent from the plan of conversion and obtain payment of fair value of his shares as provided in Sections 33-13-101 through 33-13-310. (c) An agreement of conversion must include the terms and conditions of the conversion of the shares of shareholders of a corporation into interests in the converted limited liability company or the cash or other consideration to be paid or delivered as a result of the conversion of the shares of the shareholders, or both. (d) After a conversion is approved pursuant to subsection (b), the corporation shall file with the Secretary of State articles of organization that satisfy the requirements of Section 33-44-203 and contain: (1) a statement that the corporation is converted to a limited liability company from a corporation; (2) its former name; (3) a statement of the number of votes cast by the shareholders entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); (4) if voting by voting group is required, the information in subitem (3) must be provided for each voting group entitled to vote separately on the plan of conversion; and (5) a statement that the articles of incorporation are cancelled as of the date the conversion takes effect. (e) The filing of articles of organization pursuant to subsection (d) cancels the articles of incorporation of the corporation as of the date the conversion takes effect. (f) A conversion takes effect when the articles of organization are filed in the Office of the Secretary of State or at a later date specified in the articles of organization. (g) A shareholder's liability for all obligations of the limited liability company incurred after the conversion takes effect is that of a member of the company. A shareholder who becomes a member of a limited liability company as a result of a conversion remains liable only to the extent the shareholder was liable for an obligation incurred by the corporation before the conversion takes effect.",
          "role": "corporation_source",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
          "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
          "source_url": "https://www.scstatehouse.gov/code/t33c011.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Corporations, partnerships, and limited partnerships may convert into South Carolina LLCs.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-44-902",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "SECTION 33-44-902. Conversion of partnership or limited partnership to limited liability company. (a) A partnership or limited partnership may be converted to a limited liability company pursuant to this section. (b) The terms and conditions of a conversion of a partnership or limited partnership to a limited liability company must be approved by all of the partners or by a number or percentage of the partners required for conversion in the partnership agreement. (c) An agreement of conversion must set forth the terms and conditions of the conversion of the interests of partners of a partnership or of a limited partnership, as the case may be, into interests in the converted limited liability company or the cash or other consideration to be paid or delivered as a result of the conversion of the interests of the partners, or a combination thereof. (d) After a conversion is approved under subsection (b), the partnership or limited partnership shall file articles of organization in the office of the Secretary of State which satisfy the requirements of Section 33-44-203 and contain: (1) a statement that the partnership or limited partnership was converted to a limited liability company from a partnership or limited partnership, as the case may be; (2) its former name; (3) a statement of the number of votes cast by the partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion under subsection (b); and (4) in the case of a limited partnership, a statement that the certificate of limited partnership is to be canceled as of the date the conversion took effect. (e) In the case of a limited partnership, the filing of articles of organization under subsection (d) cancels its certificate of limited partnership as of the date the conversion took effect. (f) A conversion takes effect when the articles of organization are filed in the office of the Secretary of State or at any later date specified in the articles of organization. (g) A general partner who becomes a member of a limited liability company as a result of a conversion remains liable as a partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect. (h) A general partner's liability for all obligations of the limited liability company incurred after the conversion takes effect is that of a member of the company. A limited partner who becomes a member as a result of a conversion remains liable only to the extent the limited partner was liable for an obligation incurred by the limited partnership before the conversion takes effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-44-910(a)",
          "quote": "(a) A limited liability company may be converted to a limited partnership pursuant to this section.",
          "role": "limited_partnership_target",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
          "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
          "source_url": "https://www.scstatehouse.gov/code/t33c044.php"
        },
        {
          "pinpoint": "S.C. Code §33-44-912(a)",
          "quote": "(a) A limited liability company may be converted to a partnership pursuant to this section.",
          "role": "partnership_target",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
          "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
          "source_url": "https://www.scstatehouse.gov/code/t33c044.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A South Carolina LLC may convert into a corporation, limited partnership, or partnership.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-44-908(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A limited liability company may be converted to a corporation pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.llc.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-1-220",
          "quote": "SECTION 33-1-220. Filing, service, and copying fees. (a) The Secretary of State shall collect the following fees when the documents described in this subsection are delivered to him for filing: DOCUMENT FEE (1) Articles of incorporation $10.00. (2) Application for use of indistinguishable name $10.00. (3) Application for reserved name $10.00. (4) Notice of transfer of reserved name $ 3.00. (5) Application for registered name $10.00. (6) Application for renewal of registered name $10.00. (7) Corporation's statement of change of registered agent or registered office or both $10.00. (8) Agent's statement of change of registered office for each affected corporation $ 2.00. (9) Agent's statement of resignation $ 3.00. (10) Amendment of articles of incorporation $10.00. (11) Restatement of articles of incorporation with amendment of articles $10.00. (12) Articles of merger or share exchange $10.00. (13) Articles of dissolution $10.00. (14) Articles of revocation of dissolution $10.00. (15) Certificate of administrative dissolution No fee. (16) Application for reinstatement following administrative dissolution $25.00. (17) Certificate of reinstatement No fee. (18) Certificate of judicial dissolution No fee. (19) Application for certificate of authority $10.00. (20) Application for amended certificate of authority $10.00. (21) Application for certificate of withdrawal $10.00. (22) Certificate of revocation of authority to transact business No fee. (23) Annual report-As provided in Section 12-19-20 Fee Paidto theDepartmentof Revenue (24) Articles of correction $10.00. (25) Application for certificate of existence or authorization $ 2.00. (26) Articles of domestication $10.00. (27) Articles of conversion $10.00. (28) Any other document required or authorized to be filed by this act. $ 10.00. (b) The Secretary of State shall collect a fee of ten dollars each time process is served on him under Chapters 1 through 20 of this Title. The party to a proceeding causing service of process is entitled to recover this fee as costs if he prevails in the proceeding. (c) The Secretary of State shall collect the following fees for copying and certifying the copy of any filed document relating to a domestic or foreign corporation: (1) for copying, one dollar for the first page and fifty cents for each additional page; and (2) two dollars for the certificate. (d) Before filing any of the following documents, the Secretary of State shall collect the following taxes that must be remitted to the State Treasurer for use of the State: (1) articles of incorporation, one hundred dollars plus the minimum license fee imposed pursuant to Chapter 19 of Title 12; (2) amendment to articles of incorporation, one hundred dollars; (3) articles of merger or share exchange, one hundred dollars; (4) application by a foreign corporation for a certificate of authority to do business in South Carolina, one hundred dollars plus the minimum license fee imposed pursuant to Chapter 19 of Title 12; (5) amendment by a foreign corporation of its certificate of authority, one hundred dollars; (6) articles of conversion pursuant to either Section 33-11-111 or Section 33-11-113, one hundred dollars; (7) articles of domestication pursuant to Section 33-9-100, one hundred dollars.",
          "role": "corporate_destination_fee_locator",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/7a941323d2fd006d3aeab10d69ef3eb3014de8e5b15f033bf9498ea254d16c0d.html",
          "source_sha256": "7a941323d2fd006d3aeab10d69ef3eb3014de8e5b15f033bf9498ea254d16c0d",
          "source_url": "https://www.scstatehouse.gov/code/t33c001.php"
        },
        {
          "pinpoint": "S.C. Code §33-42-2040(a)",
          "quote": "(a) The Secretary of State shall charge ten dollars for filing any document required to be filed pursuant to this chapter. This charge shall include the cost of sending to the person requesting the filing, or that person's designee, a duplicate copy of the document submitted with the original showing the date of filing.",
          "role": "limited_partnership_destination_fee_locator",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/34aa5037aa2efb7a53e9b03487ad676c72d1406030e31b8b7952c91a533ea7be.html",
          "source_sha256": "34aa5037aa2efb7a53e9b03487ad676c72d1406030e31b8b7952c91a533ea7be",
          "source_url": "https://www.scstatehouse.gov/code/t33c042.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The LLC filing-fee locator is S.C. Code §33-44-1204; destination corporate and limited-partnership filings use their respective fee sections.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-44-1204(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) The Secretary of State shall collect the following fees when the documents described in this subsection are delivered to him for filing: (1) articles of organization of a limited liability company: one hundred ten dollars.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-44-908(d)",
          "quote": "(d) After a conversion is approved pursuant to subsection (b), the limited liability company shall file with the Secretary of State articles of incorporation that satisfy the requirements of Section 33-2-102 and contain: (1) a statement that the limited liability company was converted to a corporation from a limited liability company; (2) its former name; (3) a statement of the number of votes cast by the members entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); and (4) a statement that the articles of organization are cancelled as of the date the conversion takes effect.",
          "role": "corporation_instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
          "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
          "source_url": "https://www.scstatehouse.gov/code/t33c044.php"
        },
        {
          "pinpoint": "S.C. Code §33-44-910(d)",
          "quote": "(d) After a conversion is approved pursuant to subsection (b), the limited liability company shall file with the Secretary of State a certificate of limited partnership that satisfies the requirements of Section 33-42-210 and contains: (1) a statement that the limited liability company is converted to a limited partnership from a limited liability company; (2) its former name; (3) a statement of the number of votes cast by the members entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); and (4) a statement that the articles of organization are cancelled as of the date the conversion takes effect.",
          "role": "limited_partnership_instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
          "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
          "source_url": "https://www.scstatehouse.gov/code/t33c044.php"
        },
        {
          "pinpoint": "S.C. Code §33-44-912(d)",
          "quote": "(d) After a conversion is approved pursuant to subsection (b), the limited liability company shall file with the Secretary of State articles of conversion that contain: (1) a statement that the limited liability company is converted to a partnership from a limited liability company; (2) its former name; (3) a statement of the number of votes cast by the members entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); and (4) a statement that the articles of organization are cancelled as of the date the conversion takes effect.",
          "role": "partnership_instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
          "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
          "source_url": "https://www.scstatehouse.gov/code/t33c044.php"
        },
        {
          "pinpoint": "S.C. Code §33-11-111(d)",
          "quote": "(d) After a conversion is approved pursuant to subsection (b), the corporation shall file with the Secretary of State articles of organization that satisfy the requirements of Section 33-44-203 and contain: (1) a statement that the corporation is converted to a limited liability company from a corporation; (2) its former name; (3) a statement of the number of votes cast by the shareholders entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); (4) if voting by voting group is required, the information in subitem (3) must be provided for each voting group entitled to vote separately on the plan of conversion; and (5) a statement that the articles of incorporation are cancelled as of the date the conversion takes effect.",
          "role": "corporation_to_llc_instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
          "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
          "source_url": "https://www.scstatehouse.gov/code/t33c011.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "South Carolina uses an agreement of conversion and a destination-specific formation or conversion filing for LLC conversions.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-44-902(d)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(d) After a conversion is approved under subsection (b), the partnership or limited partnership shall file articles of organization in the office of the Secretary of State which satisfy the requirements of Section 33-44-203 and contain: (1) a statement that the partnership or limited partnership was converted to a limited liability company from a partnership or limited partnership, as the case may be; (2) its former name; (3) a statement of the number of votes cast by the partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion under subsection (b); and (4) in the case of a limited partnership, a statement that the certificate of limited partnership is to be canceled as of the date the conversion took effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The mapped LLC conversion sections do not require authorization under another jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The complete South Carolina LLC Act does not state a term for an LLC same-type change of jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, good-standing, or revenue-department condition is stated in the complete mapped LLC conversion provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-44-910(b)",
          "quote": "(b) The terms and conditions of a conversion of a limited liability company to a limited partnership must be approved by all the members or by the number or percentage of the members required for conversion in the operating agreement.",
          "role": "llc_source_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
          "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
          "source_url": "https://www.scstatehouse.gov/code/t33c044.php"
        },
        {
          "pinpoint": "S.C. Code §33-11-113(b)",
          "quote": "(b) After adopting a plan of conversion, the board of directors shall submit the plan of conversion for approval by its shareholders. For a plan of conversion to be approved: (1) the corporation shall notify each shareholder of the proposed shareholders' meeting in accordance with Section 33-7-105. The notice also must state that a purpose of the meeting is to consider a plan of conversion and must contain or be accompanied by a copy or summary of the plan; (2) unless Chapters 1 through 20 of this title or the articles of incorporation require a different vote, the plan of conversion must be approved by: (i) two-thirds of the votes entitled to be cast on the plan, regardless of the class or voting group to which the shares belong; and (ii) two-thirds of the votes entitled to be cast on the plan within each voting group entitled to vote as a separate group on the plan; (3) the articles of incorporation may require a lower or higher vote for approval than that specified in subitem (2), but the required vote must be at least a majority of the votes entitled to be cast on the plan by each voting group entitled to vote separately on the plan; (4) separate voting by voting groups is required to approve the plan of conversion if the plan contains a provision that would require action by one or more separate voting groups if the provision was included in a proposed amendment to the articles of incorporation pursuant to Section 33-10-104; and (5) a shareholder may dissent from the plan of conversion and obtain payment of the fair value of his shares as provided in Sections 33-13-101 through 33-13-310.",
          "role": "corporation_source_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
          "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
          "source_url": "https://www.scstatehouse.gov/code/t33c011.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A converting limited partnership uses the partnership-agreement vote; an LLC converting into an LP uses all members or the operating-agreement percentage; corporation conversions use the shareholder-vote rule.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-44-902(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) The terms and conditions of a conversion of a partnership or limited partnership to a limited liability company must be approved by all of the partners or by a number or percentage of the partners required for conversion in the partnership agreement.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.lp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-44-911(b)",
          "quote": "(b) When a conversion takes effect: (1) all property owned by the converting limited liability company vests in the limited partnership; (2) all debts, liabilities, and other obligations of the converting limited liability company continue as obligations of the limited partnership; (3) an action or proceeding pending by or against the converting limited liability company may be continued as if the conversion has not occurred; (4) except as prohibited by other law, all the rights, privileges, immunities, powers, and purposes of the converting limited liability company vest in the limited partnership; and (5) except as otherwise provided in the agreement of conversion pursuant to Section 33-44-910",
          "role": "inbound_effect",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
          "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
          "source_url": "https://www.scstatehouse.gov/code/t33c044.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Limited-partnership conversion carries through property, obligations, pending proceedings, rights, and owner interests under the applicable effects sections.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-44-903(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) When a conversion takes effect: (1) all property owned by the converting partnership or limited partnership vests in the limited liability company; (2) all debts, liabilities, and other obligations of the converting partnership or limited partnership continue as obligations of the limited liability company; (3) an action or proceeding pending by or against the converting partnership or limited partnership 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 partnership or limited partnership vest in the limited liability company; and (5) except as otherwise provided in the agreement of conversion under Section 33-44-902",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-11-113",
          "quote": "SECTION 33-11-113. Conversion of corporation to partnership or limited partnership; contents and filing of agreement of conversion. (a) A corporation may be converted to a partnership or limited partnership pursuant to this section. (b) After adopting a plan of conversion, the board of directors shall submit the plan of conversion for approval by its shareholders. For a plan of conversion to be approved: (1) the corporation shall notify each shareholder of the proposed shareholders' meeting in accordance with Section 33-7-105. The notice also must state that a purpose of the meeting is to consider a plan of conversion and must contain or be accompanied by a copy or summary of the plan; (2) unless Chapters 1 through 20 of this title or the articles of incorporation require a different vote, the plan of conversion must be approved by: (i) two-thirds of the votes entitled to be cast on the plan, regardless of the class or voting group to which the shares belong; and (ii) two-thirds of the votes entitled to be cast on the plan within each voting group entitled to vote as a separate group on the plan; (3) the articles of incorporation may require a lower or higher vote for approval than that specified in subitem (2), but the required vote must be at least a majority of the votes entitled to be cast on the plan by each voting group entitled to vote separately on the plan; (4) separate voting by voting groups is required to approve the plan of conversion if the plan contains a provision that would require action by one or more separate voting groups if the provision was included in a proposed amendment to the articles of incorporation pursuant to Section 33-10-104; and (5) a shareholder may dissent from the plan of conversion and obtain payment of the fair value of his shares as provided in Sections 33-13-101 through 33-13-310. (c) An agreement of conversion must include the terms and conditions of the conversion of the shares of shareholders of a corporation into interests in the converted partnership or limited partnership or the cash or other consideration to be paid or delivered as a result of the conversion of the shares of the shareholders, or both. (d) After a conversion is approved pursuant to subsection (b), the corporation shall file with the Secretary of State articles of conversion or certificate of limited partnership that satisfies the requirements of Section 33-42-210 and contains: (1) a statement that the corporation was converted to a partnership or limited partnership from a corporation, as the case may be; (2) its former name; (3) a statement of the number of votes cast by the shareholders entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); (4) if voting by voting groups was required, the information in subitem (3) must be provided for each voting group entitled to vote separately on the plan of conversion; and (5) a statement that the articles of incorporation are to be cancelled as of the date the conversion takes effect. (e) The filing of articles of conversion or a certificate of limited partnership pursuant to subsection (d) cancels the articles of incorporation of the corporation as of the date the conversion takes effect. (f) A conversion takes effect when the articles of conversion or certificate of limited partnership is filed with the Secretary of State or at a later date specified in the articles of conversion or certificate of limited partnership. (g) A shareholder's liability for all obligations of the limited partnership incurred after the conversion takes effect is that of a general partner or limited partner. A shareholder who becomes a partner of a partnership or limited partnership as a result of a conversion remains liable only to the extent the shareholder was liable for an obligation incurred by the corporation before the conversion takes effect.",
          "role": "corporation_source",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
          "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
          "source_url": "https://www.scstatehouse.gov/code/t33c011.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A South Carolina LLC or corporation may convert to a South Carolina limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-44-910",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "SECTION 33-44-910. Conversion to limited partnership; terms and approval of agreement of conversion; filing of certificate of limited partnership. (a) A limited liability company may be converted to a limited partnership pursuant to this section. (b) The terms and conditions of a conversion of a limited liability company to a limited partnership must be approved by all the members or by the number or percentage of the members required for conversion in the operating agreement. (c) An agreement of conversion must include the terms and conditions of the conversion of the interests of members of a limited liability company into interests in the converted limited partnership or the cash or other consideration to be paid or delivered as a result of the conversion of the interests of the members, or both. (d) After a conversion is approved pursuant to subsection (b), the limited liability company shall file with the Secretary of State a certificate of limited partnership that satisfies the requirements of Section 33-42-210 and contains: (1) a statement that the limited liability company is converted to a limited partnership from a limited liability company; (2) its former name; (3) a statement of the number of votes cast by the members entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); and (4) a statement that the articles of organization are cancelled as of the date the conversion takes effect. (e) The filing of a certificate of limited partnership pursuant to subsection (d) cancels the articles of organization of the limited liability company as of the date the conversion takes effect. (f) A conversion takes effect when the certificate of limited partnership is filed with the Secretary of State or at a later date specified in the certificate of limited partnership. (g) A member's liability for all obligations of the limited partnership incurred after the conversion takes effect is that of a general partner or limited partner. A member who becomes a partner of a limited partnership as a result of a conversion remains liable only to the extent the member was liable for an obligation incurred by the limited liability company before the conversion takes effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-11-109",
          "quote": "SECTION 33-11-109. Conversion of partnership or limited partnership to corporation. (a) A partnership or limited partnership may be converted to a corporation pursuant to this section. (b) The terms and conditions of a conversion of a partnership or limited partnership to a corporation must be approved by all the partners or by the number or percentage of the partners required for conversion in the partnership agreement. (c) An agreement of conversion must include the terms and conditions of the conversion of the interests of partners of a partnership or of a limited partnership into shares, obligations, or other securities in the converted corporation or the cash or other consideration to be paid or delivered as a result of the conversion of the interests of the partners, or both. (d) After a conversion is approved pursuant to subsection (b), the partnership or limited partnership shall file with the Secretary of State articles of incorporation that satisfy the requirements of Section 33-2-102 and contain: (1) a statement that the partnership or limited partnership is converted to a corporation from a partnership or limited partnership; (2) its former name; (3) a statement of the number of votes cast by the partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); and (4) in the case of a limited partnership, a statement that the certificate of limited partnership is canceled as of the date the conversion takes effect. (e) In the case of a limited partnership, the filing of articles of incorporation pursuant to subsection (d) cancels its certificate of limited partnership as of the date the conversion takes effect. (f) A conversion takes effect when the articles of incorporation are filed in the Office of the Secretary of State or at a later date specified in the articles of incorporation. (g) A general partner who becomes a shareholder of a corporation as a result of a conversion remains liable as a partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect. (h) A limited partner who becomes a shareholder as a result of a conversion remains liable only to the extent the limited partner was liable for an obligation incurred by the limited partnership before the conversion takes effect. (i) A partner's liability for all obligations of the corporation incurred after the conversion takes effect is that of a shareholder of the corporation.",
          "role": "corporation_target",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
          "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
          "source_url": "https://www.scstatehouse.gov/code/t33c011.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A South Carolina limited partnership may convert to an LLC or corporation.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-44-902",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "SECTION 33-44-902. Conversion of partnership or limited partnership to limited liability company. (a) A partnership or limited partnership may be converted to a limited liability company pursuant to this section. (b) The terms and conditions of a conversion of a partnership or limited partnership to a limited liability company must be approved by all of the partners or by a number or percentage of the partners required for conversion in the partnership agreement. (c) An agreement of conversion must set forth the terms and conditions of the conversion of the interests of partners of a partnership or of a limited partnership, as the case may be, into interests in the converted limited liability company or the cash or other consideration to be paid or delivered as a result of the conversion of the interests of the partners, or a combination thereof. (d) After a conversion is approved under subsection (b), the partnership or limited partnership shall file articles of organization in the office of the Secretary of State which satisfy the requirements of Section 33-44-203 and contain: (1) a statement that the partnership or limited partnership was converted to a limited liability company from a partnership or limited partnership, as the case may be; (2) its former name; (3) a statement of the number of votes cast by the partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion under subsection (b); and (4) in the case of a limited partnership, a statement that the certificate of limited partnership is to be canceled as of the date the conversion took effect. (e) In the case of a limited partnership, the filing of articles of organization under subsection (d) cancels its certificate of limited partnership as of the date the conversion took effect. (f) A conversion takes effect when the articles of organization are filed in the office of the Secretary of State or at any later date specified in the articles of organization. (g) A general partner who becomes a member of a limited liability company as a result of a conversion remains liable as a partner for an obligation incurred by the partnership or limited partnership before the conversion takes effect. (h) A general partner's liability for all obligations of the limited liability company incurred after the conversion takes effect is that of a member of the company. A limited partner who becomes a member as a result of a conversion remains liable only to the extent the limited partner was liable for an obligation incurred by the limited partnership before the conversion takes effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No express inbound limited-partnership domestication or continuance authorization was located in the complete South Carolina Limited Partnership Act.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/34aa5037aa2efb7a53e9b03487ad676c72d1406030e31b8b7952c91a533ea7be.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "34aa5037aa2efb7a53e9b03487ad676c72d1406030e31b8b7952c91a533ea7be",
      "source_url": "https://www.scstatehouse.gov/code/t33c042.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No express outbound limited-partnership domestication or continuance authorization was located in the complete South Carolina Limited Partnership Act.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/34aa5037aa2efb7a53e9b03487ad676c72d1406030e31b8b7952c91a533ea7be.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "34aa5037aa2efb7a53e9b03487ad676c72d1406030e31b8b7952c91a533ea7be",
      "source_url": "https://www.scstatehouse.gov/code/t33c042.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-11-113(a)",
          "quote": "(a) A corporation may be converted to a partnership or limited partnership pursuant to this section.",
          "role": "corporation_source",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
          "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
          "source_url": "https://www.scstatehouse.gov/code/t33c011.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "LLCs and corporations may convert into South Carolina limited partnerships.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-44-910(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A limited liability company may be converted to a limited partnership pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-11-109(a)",
          "quote": "(a) A partnership or limited partnership may be converted to a corporation pursuant to this section.",
          "role": "corporation_target",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
          "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
          "source_url": "https://www.scstatehouse.gov/code/t33c011.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A South Carolina limited partnership may convert into an LLC or corporation.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-44-902(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A partnership or limited partnership may be converted to a limited liability company pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.lp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-44-1204(a)",
          "quote": "(a) The Secretary of State shall collect the following fees when the documents described in this subsection are delivered to him for filing: (1) articles of organization of a limited liability company: one hundred ten dollars.",
          "role": "llc_destination_fee_locator",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
          "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
          "source_url": "https://www.scstatehouse.gov/code/t33c044.php"
        },
        {
          "pinpoint": "S.C. Code §33-1-220",
          "quote": "SECTION 33-1-220. Filing, service, and copying fees. (a) The Secretary of State shall collect the following fees when the documents described in this subsection are delivered to him for filing: DOCUMENT FEE (1) Articles of incorporation $10.00. (2) Application for use of indistinguishable name $10.00. (3) Application for reserved name $10.00. (4) Notice of transfer of reserved name $ 3.00. (5) Application for registered name $10.00. (6) Application for renewal of registered name $10.00. (7) Corporation's statement of change of registered agent or registered office or both $10.00. (8) Agent's statement of change of registered office for each affected corporation $ 2.00. (9) Agent's statement of resignation $ 3.00. (10) Amendment of articles of incorporation $10.00. (11) Restatement of articles of incorporation with amendment of articles $10.00. (12) Articles of merger or share exchange $10.00. (13) Articles of dissolution $10.00. (14) Articles of revocation of dissolution $10.00. (15) Certificate of administrative dissolution No fee. (16) Application for reinstatement following administrative dissolution $25.00. (17) Certificate of reinstatement No fee. (18) Certificate of judicial dissolution No fee. (19) Application for certificate of authority $10.00. (20) Application for amended certificate of authority $10.00. (21) Application for certificate of withdrawal $10.00. (22) Certificate of revocation of authority to transact business No fee. (23) Annual report-As provided in Section 12-19-20 Fee Paidto theDepartmentof Revenue (24) Articles of correction $10.00. (25) Application for certificate of existence or authorization $ 2.00. (26) Articles of domestication $10.00. (27) Articles of conversion $10.00. (28) Any other document required or authorized to be filed by this act. $ 10.00. (b) The Secretary of State shall collect a fee of ten dollars each time process is served on him under Chapters 1 through 20 of this Title. The party to a proceeding causing service of process is entitled to recover this fee as costs if he prevails in the proceeding. (c) The Secretary of State shall collect the following fees for copying and certifying the copy of any filed document relating to a domestic or foreign corporation: (1) for copying, one dollar for the first page and fifty cents for each additional page; and (2) two dollars for the certificate. (d) Before filing any of the following documents, the Secretary of State shall collect the following taxes that must be remitted to the State Treasurer for use of the State: (1) articles of incorporation, one hundred dollars plus the minimum license fee imposed pursuant to Chapter 19 of Title 12; (2) amendment to articles of incorporation, one hundred dollars; (3) articles of merger or share exchange, one hundred dollars; (4) application by a foreign corporation for a certificate of authority to do business in South Carolina, one hundred dollars plus the minimum license fee imposed pursuant to Chapter 19 of Title 12; (5) amendment by a foreign corporation of its certificate of authority, one hundred dollars; (6) articles of conversion pursuant to either Section 33-11-111 or Section 33-11-113, one hundred dollars; (7) articles of domestication pursuant to Section 33-9-100, one hundred dollars.",
          "role": "corporation_destination_fee_locator",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/7a941323d2fd006d3aeab10d69ef3eb3014de8e5b15f033bf9498ea254d16c0d.html",
          "source_sha256": "7a941323d2fd006d3aeab10d69ef3eb3014de8e5b15f033bf9498ea254d16c0d",
          "source_url": "https://www.scstatehouse.gov/code/t33c001.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The limited-partnership filing-fee locator is S.C. Code §33-42-2040(a); destination LLC and corporation filings use their respective fee sections.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-42-2040(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) The Secretary of State shall charge ten dollars for filing any document required to be filed pursuant to this chapter. This charge shall include the cost of sending to the person requesting the filing, or that person's designee, a duplicate copy of the document submitted with the original showing the date of filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/34aa5037aa2efb7a53e9b03487ad676c72d1406030e31b8b7952c91a533ea7be.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "34aa5037aa2efb7a53e9b03487ad676c72d1406030e31b8b7952c91a533ea7be",
      "source_url": "https://www.scstatehouse.gov/code/t33c042.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "S.C. Code §33-44-910(d)",
          "quote": "(d) After a conversion is approved pursuant to subsection (b), the limited liability company shall file with the Secretary of State a certificate of limited partnership that satisfies the requirements of Section 33-42-210 and contains: (1) a statement that the limited liability company is converted to a limited partnership from a limited liability company; (2) its former name; (3) a statement of the number of votes cast by the members entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); and (4) a statement that the articles of organization are cancelled as of the date the conversion takes effect.",
          "role": "limited_partnership_destination_instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
          "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
          "source_url": "https://www.scstatehouse.gov/code/t33c044.php"
        },
        {
          "pinpoint": "S.C. Code §33-11-109(d)",
          "quote": "(d) After a conversion is approved pursuant to subsection (b), the partnership or limited partnership shall file with the Secretary of State articles of incorporation that satisfy the requirements of Section 33-2-102 and contain: (1) a statement that the partnership or limited partnership is converted to a corporation from a partnership or limited partnership; (2) its former name; (3) a statement of the number of votes cast by the partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); and (4) in the case of a limited partnership, a statement that the certificate of limited partnership is canceled as of the date the conversion takes effect.",
          "role": "corporation_destination_instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
          "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
          "source_url": "https://www.scstatehouse.gov/code/t33c011.php"
        },
        {
          "pinpoint": "S.C. Code §33-11-113(d)",
          "quote": "(d) After a conversion is approved pursuant to subsection (b), the corporation shall file with the Secretary of State articles of conversion or certificate of limited partnership that satisfies the requirements of Section 33-42-210 and contains: (1) a statement that the corporation was converted to a partnership or limited partnership from a corporation, as the case may be; (2) its former name; (3) a statement of the number of votes cast by the shareholders entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion pursuant to subsection (b); (4) if voting by voting groups was required, the information in subitem (3) must be provided for each voting group entitled to vote separately on the plan of conversion; and (5) a statement that the articles of incorporation are to be cancelled as of the date the conversion takes effect.",
          "role": "corporation_source_instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376.html",
          "source_sha256": "d26d98a01526a5ec3b5cdcd1b76121982507fbcdcf1829d609f5124e8ba85376",
          "source_url": "https://www.scstatehouse.gov/code/t33c011.php"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Limited-partnership conversions use an agreement and a destination-specific articles or certificate filing.",
      "fetch_event_id": null,
      "pinpoint": "S.C. Code §33-44-902(d)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(d) After a conversion is approved under subsection (b), the partnership or limited partnership shall file articles of organization in the office of the Secretary of State which satisfy the requirements of Section 33-44-203 and contain: (1) a statement that the partnership or limited partnership was converted to a limited liability company from a partnership or limited partnership, as the case may be; (2) its former name; (3) a statement of the number of votes cast by the partners entitled to vote for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion under subsection (b); and (4) in the case of a limited partnership, a statement that the certificate of limited partnership is to be canceled as of the date the conversion took effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The mapped limited-partnership conversion sections do not require authorization under another jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The complete South Carolina Limited Partnership Act does not state a term for a limited-partnership same-type change of jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/34aa5037aa2efb7a53e9b03487ad676c72d1406030e31b8b7952c91a533ea7be.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "34aa5037aa2efb7a53e9b03487ad676c72d1406030e31b8b7952c91a533ea7be",
      "source_url": "https://www.scstatehouse.gov/code/t33c042.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SC.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, good-standing, or revenue-department condition is stated in the complete mapped limited-partnership conversion provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SC/snapshots/c50/c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c7c23e53ca95647c1d1924c03f19b4181d9786bf6b12ed191c83c1be58b6ca50",
      "source_url": "https://www.scstatehouse.gov/code/t33c044.php",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-921",
          "quote": "47-1A-921 . Action on a plan of domestication. In the case of a domestication of a domestic business corporation in a foreign jurisdiction: (1) The plan of domestication must be adopted by the board of directors; (2) After adopting the plan of domestication the board of directors shall submit the plan to the shareholders for their approval. The board of directors shall also transmit to the shareholders a recommendation that the shareholders approve the plan, unless the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation, in which case the board of directors shall transmit to the shareholders the basis for that determination; (3) The board of directors may condition its submission of the plan of domestication to the shareholders on any basis; (4) If the approval of the shareholders is to be given at a meeting, the corporation shall notify each shareholder, whether or not entitled to vote, of the meeting of shareholders at which the plan of domestication is to be submitted for approval. The notice must state that the purpose, or one of the purposes, of the meeting is to consider the plan and must contain or be accompanied by a copy or summary of the plan. The notice shall include or be accompanied by a copy of the articles of incorporation as they will be in effect immediately after the domestication; (5) Unless the articles of incorporation, or the board of directors acting pursuant to subdivision (3), requires a greater vote or a greater number of votes to be present, approval of the plan of domestication requires the approval of the shareholders at a meeting at which a quorum consisting of at least a majority of the votes entitled to be cast on the plan exists, and, if any class or series of shares is entitled to vote as a separate group on the plan, the approval of each such separate voting group at a meeting at which a quorum of the voting group consisting of at least a majority of the votes entitled to be cast on the domestication by that voting group exists; (6) Separate voting by voting groups is required by each class or series of shares that: (a) Are to be reclassified under the plan of domestication into other securities, obligations, rights to acquire shares or other securities, cash, other property, or any combination of the foregoing; (b) Would be entitled to vote as a separate group on a provision of the plan that, if contained in a proposed amendment to articles of incorporation, would require action by separate voting groups under § 47-1A-1004 ; or (c) Is entitled under the articles of incorporation to vote as a voting group to approve an amendment of the articles; (7) If any provision of the articles of incorporation, bylaws, or an agreement to which any of the directors or shareholders are parties, adopted or entered into before July 1, 2005, applies to a merger of the corporation and that document does not refer to a domestication of the corporation, the provision is deemed to apply to a domestication of the corporation until such time as the provision is amended subsequent to that date.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/7e985dd92e9c445f2d90522e820d9f46300f96f70316e65ca51725756d4ea67a.json",
          "source_sha256": "7e985dd92e9c445f2d90522e820d9f46300f96f70316e65ca51725756d4ea67a",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-921"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The board adopts the conversion plan and submits it for shareholder approval, with separate consent for owner-liability changes; domestication follows the parallel rule in §47-1A-921.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 47-1A-952",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "47-1A-952 . Action on a plan of entity conversion. In the case of an entity conversion of a domestic business corporation to a domestic or foreign unincorporated entity: (1) The plan of entity conversion must be adopted by the board of directors; (2) After adopting the plan of entity conversion, the board of directors shall submit the plan to the shareholders for their approval. The board of directors shall also transmit to the shareholders a recommendation that the shareholders approve the plan, unless the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation, in which case the board of directors must transmit to the shareholders the basis for that determination; (3) The board of directors may condition its submission of the plan of entity conversion to the shareholders on any basis; (4) If the approval of the shareholders is to be given at a meeting, the corporation must notify each shareholder, whether or not entitled to vote, of the meeting of shareholders at which the plan of entity conversion is to be submitted for approval. The notice must state that the purpose, or one of the purposes, of the meeting is to consider the plan and must contain or be accompanied by a copy or summary of the plan. The notice shall include or be accompanied by a copy of the organic documents as they will be in effect immediately after the entity conversion; (5) Unless the articles of incorporation, or the board of directors acting pursuant to subdivision (3), requires a greater vote or a greater number of votes to be present, approval of the plan of entity conversion requires the approval of each class or series of shares of the corporation voting as a separate voting group at a meeting at which a quorum of the voting group consisting of at least a majority of the votes entitled to be cast on the conversion by that voting group exists; (6) If any provision of the articles of incorporation, bylaws, or an agreement to which any of the directors or shareholders are parties, adopted or entered into before July 1, 2005, applies to a merger of the corporation and the document does not refer to an entity conversion of the corporation, the provision is deemed to apply to an entity conversion of the corporation until such time as the provision is subsequently amended; (7) If as a result of the conversion one or more shareholders of the corporation would become subject to owner liability for the debts, obligations, or liabilities of any other person or entity, approval of the plan of conversion shall require the execution, by each such shareholder, of a separate written consent to become subject to such owner liability.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/89c977f34943a1ffa282b542f58d164accd09434640110e80e271e798f3404a3.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "89c977f34943a1ffa282b542f58d164accd09434640110e80e271e798f3404a3",
      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-952",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-924",
          "quote": "47-1A-924 . Effect of domestication. When a domestication becomes effective: (1) The title to all real and personal property, both tangible and intangible, of the corporation remains in the corporation without reversion or impairment; (2) The liabilities of the corporation remain the liabilities of the corporation; (3) An action or proceeding pending against the corporation continues against the corporation as if the domestication had not occurred; (4) The articles of domestication, or the articles of incorporation attached to the articles of domestication, constitute the articles of incorporation of a foreign corporation domesticating in this state; (5) The shares of the corporation are reclassified into shares, other securities, obligations, rights to acquire shares or other securities, or into cash or other property in accordance with the terms of the domestication, and the shareholders are entitled only to the rights provided by those terms and to any appraisal rights they may have under the organic law of the domesticating corporation; and (6) The corporation is deemed to: (a) Be incorporated under and subject to the organic law of the domesticated corporation for all purposes; (b) Be the same corporation without interruption as the domesticating corporation; and (c) Have been incorporated on the date the domesticating corporation was originally incorporated.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/dfb13f72ca8a3e85101302d6d4074de906d389e7e8b51254731fe8af4c55a3f9.json",
          "source_sha256": "dfb13f72ca8a3e85101302d6d4074de906d389e7e8b51254731fe8af4c55a3f9",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-924"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Entity conversion and domestication preserve property, liabilities, pending proceedings, and entity continuity under separate effects sections.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 47-1A-955",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "47-1A-955 . Effect of entity conversion. When a conversion under §§ 47-1A-950 to 47-1A-956 , inclusive, becomes effective: (1) The title to all real and personal property, both tangible and intangible, of the converting entity remains in the surviving entity without reversion or impairment; (2) The liabilities of the converting entity remain the liabilities of the surviving entity; (3) An action or proceeding pending against the converting entity continues against the surviving entity as if the conversion had not occurred; (4) In the case of a surviving entity that is a filing entity, its articles of incorporation or public organic document and its private organic document become effective; (5) In the case of a surviving entity that is a nonfiling entity, its private organic document becomes effective; (6) The shares or interests of the converting entity are reclassified into shares, interests, other securities, obligations, rights to acquire shares, interests or other securities, or into cash or other property in accordance with the plan of conversion; and the shareholders or interest holders of the converting entity are entitled only to the rights provided to them under the terms of the conversion and to any appraisal rights that they may have under the organic law of the converting entity; and (7) The surviving entity is deemed to: (a) Be incorporated or organized under and subject to the organic law of the converting entity for all purposes; (b) Be the same corporation or unincorporated entity without interruption as the converting entity; and (c) Have been incorporated or otherwise organized on the date that the converting entity was originally incorporated or organized.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/d509dd68ac7be5e970f53e429d32e2520161bd061e36e92f696e8405254c1691.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d509dd68ac7be5e970f53e429d32e2520161bd061e36e92f696e8405254c1691",
      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-955",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.corp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-950.3",
          "quote": "47-1A-950.3 . Foreign unincorporated entity to become domestic business corporation. A foreign unincorporated entity may become a domestic business corporation if the organic law of the foreign unincorporated entity authorizes it to become a corporation in another jurisdiction.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/099ecb90d06b5fecd55186dadec9748b5132b144bdc48cd1e0cf0fa34319a713.json",
          "source_sha256": "099ecb90d06b5fecd55186dadec9748b5132b144bdc48cd1e0cf0fa34319a713",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-950.3"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A domestic unincorporated entity may convert to a South Dakota business corporation; a foreign unincorporated entity must be authorized by its organic law.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 47-1A-950.2",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "47-1A-950.2 . Domestic unincorporated entity to become domestic business corporation. A domestic unincorporated entity may become a domestic business corporation. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of either an entity conversion or a merger, a plan of entity conversion shall be adopted and approved, the entity conversion effectuated, and appraisal rights exercised, in accordance with the procedures in §§ 47-1A-950 to 47-1A-956 , inclusive, and §§ 47-1A-1301 to 47-1A-1331.2 , inclusive. Without limiting the provisions of this section, a domestic unincorporated entity whose organic law does not provide procedures for the approval of an entity conversion is subject to §§ 47-1A-950.4 and 47-1A-952 . For purposes of applying §§ 47-1A-950 to 47-1A-956 , inclusive and §§ 47-1A-1301 to 47-1A-1331.2 , inclusive: (1) The unincorporated entity, its interest holders, interests and organic documents taken together, are deemed to be a domestic business corporation, shareholders, shares and articles of incorporation, respectively and vice versa, as the context may require; and (2) If the business and affairs of the unincorporated entity are managed by a group of persons that is not identical to the interest holders, that group is deemed to be the board of directors.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/5315942ac7a42bf98a723f401f5a13b7f9607e6ba55de7cc13848c18b17e079e.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5315942ac7a42bf98a723f401f5a13b7f9607e6ba55de7cc13848c18b17e079e",
      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-950.2",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-950.1",
          "quote": "47-1A-950.1 . Domestic business corporation to become foreign unincorporated entity. A domestic business corporation may become a foreign unincorporated entity if the entity conversion is permitted by the laws of the foreign jurisdiction.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/f2394b41b42d4fceae98e743395e56d0e8c3f0c3caf89b2574034f72b263470e.json",
          "source_sha256": "f2394b41b42d4fceae98e743395e56d0e8c3f0c3caf89b2574034f72b263470e",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-950.1"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A South Dakota business corporation may convert to a domestic unincorporated entity; conversion to a foreign unincorporated entity requires permission under the foreign jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 47-1A-950",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "47-1A-950 . Domestic business corporation to become domestic unincorporated entity. A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/f7d1e183c822c2a11c71ef623f7d00d2bc4abb588bf797600ad20aa5ca2f09ce.json",
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      "source_class": "S1",
      "source_sha256": "f7d1e183c822c2a11c71ef623f7d00d2bc4abb588bf797600ad20aa5ca2f09ce",
      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-950",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A foreign business corporation may domesticate into South Dakota only if its organic law permits domestication.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 47-1A-920",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "47-1A-920 . Domestication--Foreign business corporation to be domestic business corporation. A foreign business corporation may become a domestic business corporation only if the domestication is permitted by the organic law of the foreign corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/87e6cd4c0a02eb120ae55671e8fd631dc34104c1ba1ff58111a58986f686798d.json",
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      "source_sha256": "87e6cd4c0a02eb120ae55671e8fd631dc34104c1ba1ff58111a58986f686798d",
      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-920",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A South Dakota business corporation may domesticate elsewhere if the foreign jurisdiction permits it and the corporation adopts a plan under South Dakota law.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 47-1A-920.1",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "47-1A-920.1 . Domestication--Domestic business corporation to be foreign business corporation. A domestic business corporation may become a foreign business corporation if the domestication is permitted by the laws of the foreign jurisdiction. Regardless of whether the laws of the foreign jurisdiction require the adoption of a plan of domestication, the domestication shall be approved by the adoption by the corporation of a plan of domestication in the manner provided in §§ 47-1A-920 to 47-1A-925.1 , inclusive.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/9f18e8f07dd456dd8e25789122c4a0990e089c19b3190aac443243bbe60e8c87.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "9f18e8f07dd456dd8e25789122c4a0990e089c19b3190aac443243bbe60e8c87",
      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-920.1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-950.2",
          "quote": "47-1A-950.2 . Domestic unincorporated entity to become domestic business corporation. A domestic unincorporated entity may become a domestic business corporation. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of either an entity conversion or a merger, a plan of entity conversion shall be adopted and approved, the entity conversion effectuated, and appraisal rights exercised, in accordance with the procedures in §§ 47-1A-950 to 47-1A-956 , inclusive, and §§ 47-1A-1301 to 47-1A-1331.2 , inclusive. Without limiting the provisions of this section, a domestic unincorporated entity whose organic law does not provide procedures for the approval of an entity conversion is subject to §§ 47-1A-950.4 and 47-1A-952 . For purposes of applying §§ 47-1A-950 to 47-1A-956 , inclusive and §§ 47-1A-1301 to 47-1A-1331.2 , inclusive: (1) The unincorporated entity, its interest holders, interests and organic documents taken together, are deemed to be a domestic business corporation, shareholders, shares and articles of incorporation, respectively and vice versa, as the context may require; and (2) If the business and affairs of the unincorporated entity are managed by a group of persons that is not identical to the interest holders, that group is deemed to be the board of directors.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/5315942ac7a42bf98a723f401f5a13b7f9607e6ba55de7cc13848c18b17e079e.json",
          "source_sha256": "5315942ac7a42bf98a723f401f5a13b7f9607e6ba55de7cc13848c18b17e079e",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-950.2"
        },
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-950.3",
          "quote": "47-1A-950.3 . Foreign unincorporated entity to become domestic business corporation. A foreign unincorporated entity may become a domestic business corporation if the organic law of the foreign unincorporated entity authorizes it to become a corporation in another jurisdiction.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/099ecb90d06b5fecd55186dadec9748b5132b144bdc48cd1e0cf0fa34319a713.json",
          "source_sha256": "099ecb90d06b5fecd55186dadec9748b5132b144bdc48cd1e0cf0fa34319a713",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-950.3"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A domestic or foreign unincorporated entity within the statute's full definition may be a conversion source for a South Dakota business corporation.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 47-1A-140",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(40) \"Unincorporated entity,\" any organization or artificial legal person that either has a separate legal existence or has the power to acquire an estate in real property in its own name and that is not any of the following: a domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, or a foreign government. The term includes a general partnership, limited liability company, limited partnership, business trust, joint stock association, and incorporated nonprofit association;",
      "readiness": "ready",
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      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-950",
          "quote": "47-1A-950 . Domestic business corporation to become domestic unincorporated entity. A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion.",
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          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/f7d1e183c822c2a11c71ef623f7d00d2bc4abb588bf797600ad20aa5ca2f09ce.json",
          "source_sha256": "f7d1e183c822c2a11c71ef623f7d00d2bc4abb588bf797600ad20aa5ca2f09ce",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-950"
        },
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-950.1",
          "quote": "47-1A-950.1 . Domestic business corporation to become foreign unincorporated entity. A domestic business corporation may become a foreign unincorporated entity if the entity conversion is permitted by the laws of the foreign jurisdiction.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/f2394b41b42d4fceae98e743395e56d0e8c3f0c3caf89b2574034f72b263470e.json",
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          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-950.1"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A South Dakota business corporation may convert to a domestic or foreign unincorporated entity within the statute's full definition.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 47-1A-140",
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      "publish_status": "publish_ready",
      "quote": "(40) \"Unincorporated entity,\" any organization or artificial legal person that either has a separate legal existence or has the power to acquire an estate in real property in its own name and that is not any of the following: a domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, or a foreign government. The term includes a general partnership, limited liability company, limited partnership, business trust, joint stock association, and incorporated nonprofit association;",
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      "table": "structuring"
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    "structuring:pp-conversion-domestication#SD.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Corporate domestication, charter-surrender, and entity-conversion filing fees are located in §47-1A-122(7)-(10).",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 47-1A-122",
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      "publish_status": "publish_ready",
      "quote": "(7) Articles of domestication, one hundred fifty dollars; (8) Articles of charter surrender, one hundred fifty dollars; (9) Articles of domestication and conversion, one hundred fifty dollars; (10) Articles of entity conversion, one hundred fifty dollars;",
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      "table": "structuring"
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    "structuring:pp-conversion-domestication#SD.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-953",
          "quote": "47-1A-953 . Domestic business corporation converted to domestic unincorporated entity--Articles of entity conversion--Content. After the conversion of a domestic business corporation to a domestic unincorporated entity has been adopted and approved as required by this chapter, articles of entity conversion shall be executed on behalf of the corporation by any officer or other duly authorized representative. The articles shall: (1) Set forth the name of the corporation immediately before the filing of the articles of entity conversion and the name to which the name of the corporation is to be changed, which shall be a name that satisfies the organic law of the surviving entity; (2) State the type of unincorporated entity that the surviving entity will be; (3) Set forth a statement that the plan of entity conversion was duly approved by the shareholders in the manner required by this chapter and the articles of incorporation; (4) If the surviving entity is a filing entity, either contain all of the provisions required to be set forth in its public organic document and any other desired provisions that are permitted, or have attached a public organic document. However, in either case, provisions that would not be required to be included in a restated public organic document may be omitted.",
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          "source_sha256": "0734934db4272a9ac3cf7312bdd37e6b60982f10394dcc06deeec3a0b0af3000",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-953"
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        {
          "pinpoint": "S.D. Codified Laws § 47-1A-953.1",
          "quote": "47-1A-953.1 . Domestic unincorporated entity converted to domestic business corporation--Articles of entity conversion--Content. After the conversion of a domestic unincorporated entity to a domestic business corporation has been adopted and approved as required by the organic law of the unincorporated entity, articles of entity conversion shall be executed on behalf of the unincorporated entity by any officer or other duly authorized representative. The articles shall: (1) Set forth the name of the unincorporated entity immediately before the filing of the articles of entity conversion and the name to which the name of the unincorporated entity is to be changed, which shall be a name that satisfies the requirements of §§ 47-1A-401 to 47-1A-401.3 , inclusive; (2) Set forth a statement that the plan of entity conversion was duly approved in accordance with the organic law of the unincorporated entity; (3) Either contain all of the provisions that § 47-1A-202 requires to be set forth in articles of incorporation and any other desired provisions that § 47-1A-202.1 permits to be included in articles of incorporation, or have attached articles of incorporation. However, in either case, provisions that would not be required to be included in restated articles of incorporation of a domestic business corporation may be omitted.",
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          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/43205c3f8cd6de47170aefddb5b7ae39aa4208ddc3316146b9dfbe33f8e284eb.json",
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          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-953.1"
        },
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-954",
          "quote": "47-1A-954 . Surrender of charter upon conversion. Whenever a domestic business corporation has adopted and approved, in the manner required by §§ 47-1A-950 to 47-1A-956 , inclusive, a plan of entity conversion providing for the corporation to be converted to a foreign unincorporated entity, articles of charter surrender shall be executed on behalf of the corporation by any officer or other duly authorized representative. The articles of charter surrender shall set forth: (1) The name of the corporation; (2) A statement that the articles of charter surrender are being filed in connection with the conversion of the corporation to a foreign unincorporated entity; (3) A statement that the conversion was duly approved by the shareholders in the manner required by this chapter and the articles of incorporation; (4) The jurisdiction under the laws of which the surviving entity will be organized; (5) If the surviving entity will be a nonfiling entity, the address of its executive office immediately after the conversion. The articles of charter surrender shall be delivered by the corporation to the Office of the Secretary of State for filing. The articles of charter surrender shall take effect on the effective time provided in §§ 47-1A-123 and 47-1A-123.1 .",
          "role": "supporting",
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        },
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-920.2",
          "quote": "47-1A-920.2 . Plan of domestication--Content. The plan of domestication shall include: (1) A statement of the jurisdiction in which the corporation is to be domesticated; (2) The terms and conditions of the domestication; (3) The manner and basis of reclassifying the shares of the corporation following its domestication into shares or other securities, obligations, rights to acquire shares or other securities, cash, other property, or any combination of the foregoing; and (4) Any desired amendments to the articles of incorporation of the corporation following its domestication.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/d3cff9df073548423fe645a9b21f0ebbe4018fbacd4b0913832edc1f1f913b4c.json",
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          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-920.2"
        },
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-921.1",
          "quote": "47-1A-921.1 . Articles of domestication--Content. The articles of domestication shall either contain all of the provisions that § 47-1A-202 requires to be set forth in articles of incorporation and any other desired provisions that § 47-1A-202.1 permits to be included in articles of incorporation, or shall have attached articles of incorporation. In either case, provisions that would not be required to be included in restated articles of incorporation may be omitted.",
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        },
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-923",
          "quote": "47-1A-923 . Surrender of charter upon domestication. Whenever a domestic business corporation has adopted and approved, in the manner required by §§ 47-1A-920 to 47-1A-925.1 , inclusive, a plan of domestication providing for the corporation to be domesticated in a foreign jurisdiction, articles of charter surrender shall be executed on behalf of the corporation by any officer or other duly authorized representative. The articles of charter surrender shall set forth: (1) The name of the corporation; (2) A statement that the articles of charter surrender are being filed in connection with the domestication of the corporation in a foreign jurisdiction; (3) A statement that the domestication was duly approved by the shareholders and, if voting by any separate voting group was required, by each such separate voting group, in the manner required by this chapter and the articles of incorporation; and (4) The corporation's new jurisdiction of incorporation.",
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          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-923"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Entity conversion uses a plan and articles of entity conversion or charter surrender; domestication uses a plan and articles of domestication or charter surrender.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 47-1A-951",
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      "quote": "47-1A-951 . Plan of entity conversion--Content. A plan of entity conversion must include: (1) A statement of the type of other entity the surviving entity will be and, if it will be a foreign other entity, its jurisdiction of organization; (2) The terms and conditions of the conversion; (3) The manner and basis of converting the shares of the domestic business corporation following its conversion into interests or other securities, obligations, rights to acquire interests or other securities, cash, other property, or any combination of the foregoing; and (4) The full text, as they will be in effect immediately after consummation of the conversion, of the organic documents of the surviving entity.",
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    },
    "structuring:pp-conversion-domestication#SD.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-920.1",
          "quote": "47-1A-920.1 . Domestication--Domestic business corporation to be foreign business corporation. A domestic business corporation may become a foreign business corporation if the domestication is permitted by the laws of the foreign jurisdiction. Regardless of whether the laws of the foreign jurisdiction require the adoption of a plan of domestication, the domestication shall be approved by the adoption by the corporation of a plan of domestication in the manner provided in §§ 47-1A-920 to 47-1A-925.1 , inclusive.",
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        },
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-950.1",
          "quote": "47-1A-950.1 . Domestic business corporation to become foreign unincorporated entity. A domestic business corporation may become a foreign unincorporated entity if the entity conversion is permitted by the laws of the foreign jurisdiction.",
          "role": "supporting",
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        },
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-950.3",
          "quote": "47-1A-950.3 . Foreign unincorporated entity to become domestic business corporation. A foreign unincorporated entity may become a domestic business corporation if the organic law of the foreign unincorporated entity authorizes it to become a corporation in another jurisdiction.",
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      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Foreign conversion and domestication routes require permission or authorization under the other jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 47-1A-920",
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      "publish_status": "publish_ready",
      "quote": "47-1A-920 . Domestication--Foreign business corporation to be domestic business corporation. A foreign business corporation may become a domestic business corporation only if the domestication is permitted by the organic law of the foreign corporation.",
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    },
    "structuring:pp-conversion-domestication#SD.corp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-950",
          "quote": "47-1A-950 . Domestic business corporation to become domestic unincorporated entity. A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/f7d1e183c822c2a11c71ef623f7d00d2bc4abb588bf797600ad20aa5ca2f09ce.json",
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      ],
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      "claim_type": "primary",
      "display": "The South Dakota corporation statute uses entity conversion and domestication.",
      "fetch_event_id": null,
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      "quote": "47-1A-920 . Domestication--Foreign business corporation to be domestic business corporation. A foreign business corporation may become a domestic business corporation only if the domestication is permitted by the organic law of the foreign corporation.",
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    "structuring:pp-conversion-domestication#SD.corp.tax_clearance": {
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      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition appears in the complete corporate domestication and entity-conversion transaction bands.",
      "fetch_event_id": null,
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    "structuring:pp-conversion-domestication#SD.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-34A-911",
          "quote": "(a) A plan of domestication must be consented to: (1) By all the members, subject to § 47-34A-912 , if the domesticating company is a limited liability company; and (2) As provided in the domesticating company's governing statute, if the company is a foreign limited liability company.",
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        },
        {
          "pinpoint": "S.D. Codified Laws § 47-34A-914",
          "quote": "47-34A-914 . Restrictions on approval of mergers, conversions, and domestications. (a) If a member of a constituent, converting, or domesticating limited liability company will have personal liability with respect to a surviving, converted, or domesticated organization, approval or amendment of a plan of merger, conversion, or domestication is ineffective without the consent of the member, unless: (1) The company's operating agreement provides for approval of a merger, conversion, or domestication with the consent of fewer than all the members; and (2) The member has consented to the provision of the operating agreement. (b) A member does not give the consent required by subsection (a) merely by consenting to a provision of the operating agreement that permits the operating agreement to be amended with the consent of fewer than all the members.",
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        }
      ],
      "capture_date": "2026-10-03",
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      "display": "All members must consent to an LLC conversion plan; domestication and owner-liability changes have the separate approvals stated in §§47-34A-911 and 47-34A-914.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 47-34A-907",
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      "quote": "(a) Subject to § 47-34A-914 , a plan of conversion must be consented to by all the members of a converting limited liability company.",
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      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-907",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#SD.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-34A-913",
          "quote": "47-34A-913 . Effect of domestication. (a) When a domestication takes effect: (1) The domesticated company is for all purposes the company that existed before the domestication; (2) All property owned by the domesticating company remains vested in the domesticated company; (3) All debts, obligations, or other liabilities of the domesticating company continue as debts, obligations, or other liabilities of the domesticated company; (4) An action or proceeding pending by or against a domesticating company may be continued as if the domestication had not occurred; (5) Except as prohibited by other law, all of the rights, privileges, immunities, powers, and purposes of the domesticating company remain vested in the domesticated company; (6) Except as otherwise provided in the plan of domestication, the terms and conditions of the plan of domestication take effect; and (7) Except as otherwise agreed, the domestication does not dissolve a domesticating limited liability company for the purposes of §§ 47-34A-801 to 47-34A-812 , inclusive. (b) A domesticated company that is a foreign limited liability company consents to the jurisdiction of the courts of this state to enforce any debt, obligation, or other liability owed by the domesticating company, if, before the domestication, the domesticating company was subject to suit in this state on the debt, obligation, or other liability. A domesticated company that is a foreign limited liability company and not authorized to transact business in this state appoints the secretary of state as its agent for service of process for purposes of enforcing a debt, obligation, or other liability under this subsection. Service on the secretary of state under this subsection must be made in the same manner and has the same consequences as set forth in this chapter. (c) If a limited liability company has adopted and approved a plan of domestication under § 47-34A-910 providing for the company to be domesticated in a foreign jurisdiction, a statement surrendering the company's certificate of organization must be delivered to the secretary of state for filing setting forth: (1) The name of the company; (2) A statement that the certificate of organization is being surrendered in connection with the domestication of the company in a foreign jurisdiction; (3) A statement the domestication was approved as required by this chapter; and (4) The jurisdiction of formation of the domesticated foreign limited liability company.",
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        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Conversion and domestication preserve entity identity, property, obligations, and pending proceedings under separate effects sections.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 47-34A-909",
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      "publish_status": "publish_ready",
      "quote": "47-34A-909 . Effect of conversion. (a) An organization that has been converted pursuant to this Article is for all purposes the same entity that existed before the conversion. (b) When a conversion takes effect: (1) All property owned by the converting organization remains vested in the converted organization; (2) All debts, obligations, or other liabilities of the converting organization continue as debts, obligations, or other liabilities of the converted organization; (3) An action or proceeding pending by or against the converting organization may be continued as if the conversion had not occurred; (4) Except as prohibited by law other than this chapter, all of the rights, privileges, immunities, powers, and purposes of the converting organization remain vested in the converted organization; (5) Except as otherwise provided in the plan of conversion, the terms and conditions of the plan of conversion take effect; and (6) Except as otherwise agreed, the conversion does not dissolve a converting limited liability company for the purposes of §§ 47-34A-801 to 47-34A-812 , inclusive. (c) A converted organization that is a foreign organization consents to the jurisdiction of the courts of this state to enforce any debt, obligation, or other liability for which the converting limited liability company is liable if, before the conversion, the converting limited liability company was subject to suit in this state on the debt, obligation, or other liability. A converted organization that is a foreign organization and not authorized to transact business in this state appoints the secretary of state as its agent for service of process for purposes of enforcing a debt, obligation, or other liability under this subsection. Service on the secretary of state under this subsection must be made in the same manner and has the same consequences as set forth in this chapter.",
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    "structuring:pp-conversion-domestication#SD.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
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      "display": "An organization other than an LLC or foreign LLC may convert to a South Dakota LLC under the three conditions in §47-34A-906(a).",
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      "pinpoint": "S.D. Codified Laws § 47-34A-906",
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      "quote": "(a) An organization other than a limited liability company or a foreign limited liability company may convert to a limited liability company, and a limited liability company may convert to an organization other than a foreign limited liability company pursuant to §§ 47-34A-907 to 47-34A-909 , inclusive, and a plan of conversion, if: (1) The other organization's governing statute authorizes the conversion; (2) The conversion is not prohibited by the law of the jurisdiction that enacted the other organization's governing statute; and (3) The other organization complies with its governing statute in effecting the conversion.",
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      "additional_sources": null,
      "capture_date": "2026-10-03",
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      "display": "A South Dakota LLC may convert to an organization other than a foreign LLC when the other governing statute authorizes the conversion, the other jurisdiction does not prohibit it, and the other organization complies with its statute.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 47-34A-906",
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      "publish_status": "publish_ready",
      "quote": "(a) An organization other than a limited liability company or a foreign limited liability company may convert to a limited liability company, and a limited liability company may convert to an organization other than a foreign limited liability company pursuant to §§ 47-34A-907 to 47-34A-909 , inclusive, and a plan of conversion, if: (1) The other organization's governing statute authorizes the conversion; (2) The conversion is not prohibited by the law of the jurisdiction that enacted the other organization's governing statute; and (3) The other organization complies with its governing statute in effecting the conversion.",
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    "structuring:pp-conversion-domestication#SD.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A foreign LLC may domesticate into South Dakota when its governing statute authorizes the transaction, the governing jurisdiction does not prohibit it, and the company complies with that statute.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 47-34A-910",
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      "publish_status": "publish_ready",
      "quote": "(a) A foreign limited liability company may become a limited liability company pursuant to §§ 47-34A-911 to 47-34A-913 , inclusive, and a plan of domestication, if: (1) The foreign limited liability company's governing statute authorizes the domestication; (2) The domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) The foreign limited liability company complies with its governing statute in effecting the domestication.",
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      "table": "structuring"
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    "structuring:pp-conversion-domestication#SD.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A South Dakota LLC may domesticate as a foreign LLC when the foreign governing statute authorizes the transaction, its jurisdiction does not prohibit it, and the company complies with that statute.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 47-34A-910",
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      "publish_status": "publish_ready",
      "quote": "(b) A limited liability company may become a foreign limited liability company pursuant to §§ 47-34A-911 to 47-34A-913 , inclusive, and a plan of domestication, if: (1) The foreign limited liability company's governing statute authorizes the domestication; (2) The domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) The foreign limited liability company complies with its governing statute in effecting the domestication.",
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      "table": "structuring"
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    "structuring:pp-conversion-domestication#SD.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-34A-906",
          "quote": "(a) An organization other than a limited liability company or a foreign limited liability company may convert to a limited liability company, and a limited liability company may convert to an organization other than a foreign limited liability company pursuant to §§ 47-34A-907 to 47-34A-909 , inclusive, and a plan of conversion, if: (1) The other organization's governing statute authorizes the conversion; (2) The conversion is not prohibited by the law of the jurisdiction that enacted the other organization's governing statute; and (3) The other organization complies with its governing statute in effecting the conversion.",
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      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "An organization within the Act's full definition, other than an LLC or foreign LLC, may be an inbound conversion source.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 47-34A-901",
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      "publish_status": "publish_ready",
      "quote": "(9) \"Organization\" means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership, limited liability company, business trust, corporation, or any other person having a governing statute. The term includes a domestic or foreign organization regardless of whether organized for profit;",
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    "structuring:pp-conversion-domestication#SD.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-34A-906",
          "quote": "(a) An organization other than a limited liability company or a foreign limited liability company may convert to a limited liability company, and a limited liability company may convert to an organization other than a foreign limited liability company pursuant to §§ 47-34A-907 to 47-34A-909 , inclusive, and a plan of conversion, if: (1) The other organization's governing statute authorizes the conversion; (2) The conversion is not prohibited by the law of the jurisdiction that enacted the other organization's governing statute; and (3) The other organization complies with its governing statute in effecting the conversion.",
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          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/fc0ff3cea4f8e48fc12c1f99f8d148926c67385de3358d33a0cda58df3369029.json",
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      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A South Dakota LLC may convert to an organization within the Act's full definition, other than a foreign LLC.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 47-34A-901",
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      "quote": "(9) \"Organization\" means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership, limited liability company, business trust, corporation, or any other person having a governing statute. The term includes a domestic or foreign organization regardless of whether organized for profit;",
      "readiness": "ready",
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    "structuring:pp-conversion-domestication#SD.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "LLC domestication, organization-surrender, and conversion filing fees are located in §47-34A-1206(j)-(l).",
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      "pinpoint": "S.D. Codified Laws § 47-34A-1206",
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      "quote": "(j) For filing articles of domestication, one hundred fifty dollars; (k) For filing articles of organization surrender, one hundred fifty dollars; (l) For filing a plan of conversion, one hundred fifty dollars;",
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      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-34A-906",
          "quote": "(b) A plan of conversion must be in a record and must include: (1) The name and form of the organization before conversion; (2) The name and form of the organization after conversion; (3) 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 (4) The organizational documents of the converted organization that are, or are proposed to be, in a record.",
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          "quote": "(c) A plan of domestication must be in a record and must include: (1) The name of the domesticating company before domestication and the jurisdiction of its governing statute; (2) The name of the domesticated company after domestication and the jurisdiction of its governing statute; (3) The terms and conditions of the domestication, including the manner and basis for converting interests in the domesticating company into any combination of money, interests in the domesticated company, and other consideration; and (4) The organizational documents of the domesticated company that are, or are proposed to be, in a record.",
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          "pinpoint": "S.D. Codified Laws § 47-34A-912",
          "quote": "47-34A-912 . Filings required for domestication--Effective date. (a) After a plan of domestication is approved, a domesticating company shall deliver to the secretary of state for filing articles of domestication, which must include: (1) A statement, as the case may be, that the company has been domesticated from or into another jurisdiction; (2) The name of the domesticating company and the jurisdiction of its governing statute; (3) The name of the domesticated company and the jurisdiction of its governing statute; (4) The date the domestication is effective under the governing statute of the domesticated company; (5) If the domesticating company was a limited liability company, a statement that the domestication was approved as required by this chapter; (6) If the domesticating company was a foreign limited liability company, a statement that the domestication was approved as required by the governing statute of the other jurisdiction; (7) If the domesticated company was a foreign limited liability company not authorized to transact business in this state, the street and mailing addresses of an office that the secretary of state may use for the purposes of § 47-34A-913 (b); and (8) If the domesticated company was a foreign limited liability company, articles of organization that comply with the requirements of § 47-34A-203 . (b) A domestication becomes effective: (1) When the certificate of organization takes effect, if the domesticated company is a limited liability company; and (2) According to the governing statute of the domesticated company, if the domesticated organization is a foreign limited liability company.",
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      "capture_date": "2026-10-03",
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      "display": "Conversion uses a plan and articles of conversion or inbound articles of organization; domestication uses a plan and articles of domestication or organization surrender.",
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      "pinpoint": "S.D. Codified Laws § 47-34A-908",
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      "quote": "47-34A-908 . Filings required for conversion--Effective date. (a) After a plan of conversion is approved: (1) A converting limited liability company shall deliver to the secretary of state for filing articles of conversion, which must be signed as provided in § 47-34A-205 and must include: (A) A statement that the limited liability company has been converted into another organization; (B) The name and form of the organization and the jurisdiction of its governing statute; (C) The date the conversion is effective under the governing statute of the converted organization; (D) A statement that the conversion was approved as required by this chapter; (E) A statement that the conversion was approved as required by the governing statute of the converted organization; and (F) If the converted organization is a foreign organization not authorized to transact business in this state, the street and mailing addresses of an office which the secretary of state may use for the purposes of § 47-34A-909 (c); and (2) If the converting organization is not a converting limited liability company, the converting organization shall deliver to the secretary of state for filing a certificate of organization, which must include, in addition to the information required by § 47-34A-203 (a): (A) A statement that the converted organization was converted from another organization; (B) The name and form of that converting organization and the jurisdiction of its governing statute; and (C) A statement that the conversion was approved in a manner that complied with the converting organization's governing statute. (b) A conversion becomes effective: (1) If the converted organization is a limited liability company, when the certificate of organization takes effect; and (2) If the converted organization is not a limited liability company, as provided by the governing statute of the converted organization.",
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          "pinpoint": "S.D. Codified Laws § 47-34A-910",
          "quote": "(a) A foreign limited liability company may become a limited liability company pursuant to §§ 47-34A-911 to 47-34A-913 , inclusive, and a plan of domestication, if: (1) The foreign limited liability company's governing statute authorizes the domestication; (2) The domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) The foreign limited liability company complies with its governing statute in effecting the domestication.",
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      "display": "Conversion and domestication routes require authorization under the other entity's governing statute and nonprohibition by the enacting jurisdiction.",
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      "quote": "(a) An organization other than a limited liability company or a foreign limited liability company may convert to a limited liability company, and a limited liability company may convert to an organization other than a foreign limited liability company pursuant to §§ 47-34A-907 to 47-34A-909 , inclusive, and a plan of conversion, if: (1) The other organization's governing statute authorizes the conversion; (2) The conversion is not prohibited by the law of the jurisdiction that enacted the other organization's governing statute; and (3) The other organization complies with its governing statute in effecting the conversion.",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/fc0ff3cea4f8e48fc12c1f99f8d148926c67385de3358d33a0cda58df3369029.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fc0ff3cea4f8e48fc12c1f99f8d148926c67385de3358d33a0cda58df3369029",
      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-906",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.llc.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-34A-906",
          "quote": "(a) An organization other than a limited liability company or a foreign limited liability company may convert to a limited liability company, and a limited liability company may convert to an organization other than a foreign limited liability company pursuant to §§ 47-34A-907 to 47-34A-909 , inclusive, and a plan of conversion, if: (1) The other organization's governing statute authorizes the conversion; (2) The conversion is not prohibited by the law of the jurisdiction that enacted the other organization's governing statute; and (3) The other organization complies with its governing statute in effecting the conversion.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/fc0ff3cea4f8e48fc12c1f99f8d148926c67385de3358d33a0cda58df3369029.json",
          "source_sha256": "fc0ff3cea4f8e48fc12c1f99f8d148926c67385de3358d33a0cda58df3369029",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-906"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The South Dakota LLC Act uses conversion and domestication for these transactions.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 47-34A-910",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A foreign limited liability company may become a limited liability company pursuant to §§ 47-34A-911 to 47-34A-913 , inclusive, and a plan of domestication, if: (1) The foreign limited liability company's governing statute authorizes the domestication; (2) The domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) The foreign limited liability company complies with its governing statute in effecting the domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/4b937a15793edb1ed1d5055dfd79ab129dcb2072b8f8525265e85bb265cbe118.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4b937a15793edb1ed1d5055dfd79ab129dcb2072b8f8525265e85bb265cbe118",
      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-910",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition appears in the complete LLC conversion and domestication transaction band.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/fc0ff3cea4f8e48fc12c1f99f8d148926c67385de3358d33a0cda58df3369029.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fc0ff3cea4f8e48fc12c1f99f8d148926c67385de3358d33a0cda58df3369029",
      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-906",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 48-7A-902",
          "quote": "(b) The terms and conditions of a conversion of a partnership to a limited partnership must be approved by all of the partners or by a number or percentage specified for conversion in the partnership agreement.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/25e2fbeec5538579c122cc1713ec740151a16cea0480822d9450a566c91e866d.json",
          "source_sha256": "25e2fbeec5538579c122cc1713ec740151a16cea0480822d9450a566c91e866d",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-902"
        },
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-952",
          "quote": "47-1A-952 . Action on a plan of entity conversion. In the case of an entity conversion of a domestic business corporation to a domestic or foreign unincorporated entity: (1) The plan of entity conversion must be adopted by the board of directors; (2) After adopting the plan of entity conversion, the board of directors shall submit the plan to the shareholders for their approval. The board of directors shall also transmit to the shareholders a recommendation that the shareholders approve the plan, unless the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation, in which case the board of directors must transmit to the shareholders the basis for that determination; (3) The board of directors may condition its submission of the plan of entity conversion to the shareholders on any basis; (4) If the approval of the shareholders is to be given at a meeting, the corporation must notify each shareholder, whether or not entitled to vote, of the meeting of shareholders at which the plan of entity conversion is to be submitted for approval. The notice must state that the purpose, or one of the purposes, of the meeting is to consider the plan and must contain or be accompanied by a copy or summary of the plan. The notice shall include or be accompanied by a copy of the organic documents as they will be in effect immediately after the entity conversion; (5) Unless the articles of incorporation, or the board of directors acting pursuant to subdivision (3), requires a greater vote or a greater number of votes to be present, approval of the plan of entity conversion requires the approval of each class or series of shares of the corporation voting as a separate voting group at a meeting at which a quorum of the voting group consisting of at least a majority of the votes entitled to be cast on the conversion by that voting group exists; (6) If any provision of the articles of incorporation, bylaws, or an agreement to which any of the directors or shareholders are parties, adopted or entered into before July 1, 2005, applies to a merger of the corporation and the document does not refer to an entity conversion of the corporation, the provision is deemed to apply to an entity conversion of the corporation until such time as the provision is subsequently amended; (7) If as a result of the conversion one or more shareholders of the corporation would become subject to owner liability for the debts, obligations, or liabilities of any other person or entity, approval of the plan of conversion shall require the execution, by each such shareholder, of a separate written consent to become subject to such owner liability.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/89c977f34943a1ffa282b542f58d164accd09434640110e80e271e798f3404a3.json",
          "source_sha256": "89c977f34943a1ffa282b542f58d164accd09434640110e80e271e798f3404a3",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-952"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "LP-to-partnership conversion requires all partners; partnership-to-LP conversion requires all partners or the agreement's specified threshold, and the corporation route follows §47-1A-952.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 48-7A-903",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) Notwithstanding a provision to the contrary in a limited partnership agreement, the terms and conditions of a conversion of a limited partnership to a partnership must be approved by all of the partners.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/547cf450b5554af59a1d008a5ac05855786d7a1108fe332f6bcb334ab1c6c350.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "547cf450b5554af59a1d008a5ac05855786d7a1108fe332f6bcb334ab1c6c350",
      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-903",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.lp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-955",
          "quote": "47-1A-955 . Effect of entity conversion. When a conversion under §§ 47-1A-950 to 47-1A-956 , inclusive, becomes effective: (1) The title to all real and personal property, both tangible and intangible, of the converting entity remains in the surviving entity without reversion or impairment; (2) The liabilities of the converting entity remain the liabilities of the surviving entity; (3) An action or proceeding pending against the converting entity continues against the surviving entity as if the conversion had not occurred; (4) In the case of a surviving entity that is a filing entity, its articles of incorporation or public organic document and its private organic document become effective; (5) In the case of a surviving entity that is a nonfiling entity, its private organic document becomes effective; (6) The shares or interests of the converting entity are reclassified into shares, interests, other securities, obligations, rights to acquire shares, interests or other securities, or into cash or other property in accordance with the plan of conversion; and the shareholders or interest holders of the converting entity are entitled only to the rights provided to them under the terms of the conversion and to any appraisal rights that they may have under the organic law of the converting entity; and (7) The surviving entity is deemed to: (a) Be incorporated or organized under and subject to the organic law of the converting entity for all purposes; (b) Be the same corporation or unincorporated entity without interruption as the converting entity; and (c) Have been incorporated or otherwise organized on the date that the converting entity was originally incorporated or organized.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/d509dd68ac7be5e970f53e429d32e2520161bd061e36e92f696e8405254c1691.json",
          "source_sha256": "d509dd68ac7be5e970f53e429d32e2520161bd061e36e92f696e8405254c1691",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-955"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Partnership-to-LP and LP-to-partnership conversion preserve the same entity, property, obligations, and pending proceedings; the corporation route has parallel effects.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 48-7A-904",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "48-7A-904 . Effect of conversion; entity unchanged. (a) A partnership or limited partnership that has been converted pursuant to this article is for all purposes the same entity that existed before the conversion. (b) When a conversion takes effect: (1) All property owned by the converting partnership or limited partnership remains vested in the converted entity; (2) All obligations of the converting partnership or limited partnership continue as obligations of the converted entity; and (3) An action or proceeding pending against the converting partnership or limited partnership may be continued as if the conversion had not occurred.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/ee6ee5775e90d286b3612da7285ab0432374cf010412be98b7ffc545b3bf9fa7.json",
      "snapshot_resolved": true,
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      "source_sha256": "ee6ee5775e90d286b3612da7285ab0432374cf010412be98b7ffc545b3bf9fa7",
      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-904",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-950",
          "quote": "47-1A-950 . Domestic business corporation to become domestic unincorporated entity. A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/f7d1e183c822c2a11c71ef623f7d00d2bc4abb588bf797600ad20aa5ca2f09ce.json",
          "source_sha256": "f7d1e183c822c2a11c71ef623f7d00d2bc4abb588bf797600ad20aa5ca2f09ce",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-950"
        },
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-140",
          "quote": "(40) \"Unincorporated entity,\" any organization or artificial legal person that either has a separate legal existence or has the power to acquire an estate in real property in its own name and that is not any of the following: a domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, or a foreign government. The term includes a general partnership, limited liability company, limited partnership, business trust, joint stock association, and incorporated nonprofit association;",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/84a0e54f681cbf775308bb6994c43d305a4514dcd6262077a847473a144d3f92.html",
          "source_sha256": "84a0e54f681cbf775308bb6994c43d305a4514dcd6262077a847473a144d3f92",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-140"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A partnership may convert to a South Dakota limited partnership; the corporation act also permits a domestic business corporation to become a domestic unincorporated entity, including an LP.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 48-7A-902",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "48-7A-902 . Conversion of partnership to limited partnership. (a) A partnership may be converted to a limited partnership pursuant to this section. (b) The terms and conditions of a conversion of a partnership to a limited partnership must be approved by all of the partners or by a number or percentage specified for conversion in the partnership agreement. (c) After the conversion is approved by the partners, the partnership shall file a certificate of limited partnership in the jurisdiction in which the limited partnership is to be formed. The certificate must include: (1) A statement that the partnership was converted to a limited partnership from a partnership; (2) Its former name; and (3) A statement of the number of votes cast by the partners for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion under the partnership agreement. (d) The conversion takes effect when the certificate of limited partnership is filed or at any later date specified in the certificate. (e) A general partner who becomes a limited partner as a result of the conversion remains liable as a general partner for an obligation incurred by the partnership before the conversion takes effect. If the other party to a transaction with the limited partnership reasonably believes when entering the transaction that the limited partner is a general partner, the limited partner is liable for an obligation incurred by the limited partnership within ninety days after the conversion takes effect. The limited partner's liability for all other obligations of the limited partnership incurred after the conversion takes effect is that of a limited partner as provided in the chapter 48-7 , the Uniform Limited Partnership Act.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/25e2fbeec5538579c122cc1713ec740151a16cea0480822d9450a566c91e866d.json",
      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-902",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-950.2",
          "quote": "47-1A-950.2 . Domestic unincorporated entity to become domestic business corporation. A domestic unincorporated entity may become a domestic business corporation. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of either an entity conversion or a merger, a plan of entity conversion shall be adopted and approved, the entity conversion effectuated, and appraisal rights exercised, in accordance with the procedures in §§ 47-1A-950 to 47-1A-956 , inclusive, and §§ 47-1A-1301 to 47-1A-1331.2 , inclusive. Without limiting the provisions of this section, a domestic unincorporated entity whose organic law does not provide procedures for the approval of an entity conversion is subject to §§ 47-1A-950.4 and 47-1A-952 . For purposes of applying §§ 47-1A-950 to 47-1A-956 , inclusive and §§ 47-1A-1301 to 47-1A-1331.2 , inclusive: (1) The unincorporated entity, its interest holders, interests and organic documents taken together, are deemed to be a domestic business corporation, shareholders, shares and articles of incorporation, respectively and vice versa, as the context may require; and (2) If the business and affairs of the unincorporated entity are managed by a group of persons that is not identical to the interest holders, that group is deemed to be the board of directors.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/5315942ac7a42bf98a723f401f5a13b7f9607e6ba55de7cc13848c18b17e079e.json",
          "source_sha256": "5315942ac7a42bf98a723f401f5a13b7f9607e6ba55de7cc13848c18b17e079e",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-950.2"
        },
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-140",
          "quote": "(40) \"Unincorporated entity,\" any organization or artificial legal person that either has a separate legal existence or has the power to acquire an estate in real property in its own name and that is not any of the following: a domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, or a foreign government. The term includes a general partnership, limited liability company, limited partnership, business trust, joint stock association, and incorporated nonprofit association;",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/84a0e54f681cbf775308bb6994c43d305a4514dcd6262077a847473a144d3f92.html",
          "source_sha256": "84a0e54f681cbf775308bb6994c43d305a4514dcd6262077a847473a144d3f92",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-140"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A South Dakota limited partnership may convert to a partnership; the corporation act also permits a domestic unincorporated entity, including an LP, to become a domestic business corporation.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 48-7A-903",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "48-7A-903 . Conversion of limited partnership to partnership. (a) A limited partnership may be converted to a partnership pursuant to this section. (b) Notwithstanding a provision to the contrary in a limited partnership agreement, the terms and conditions of a conversion of a limited partnership to a partnership must be approved by all of the partners. (c) After the conversion is approved by the partners, the limited partnership shall cancel its certificate of limited partnership. (d) The conversion takes effect when the certificate of limited partnership is canceled. (e) A limited partner who becomes a general partner as a result of the conversion remains liable only as a limited partner for an obligation incurred by the limited partnership before the conversion takes effect. Except as otherwise provided in § 48 - 7A - 306, the partner is liable as a general partner for an obligation of the partnership incurred after the conversion takes effect.",
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      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-903",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#SD.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No inbound limited-partnership domestication authorization appears in the complete South Dakota limited-partnership and partnership chapters.",
      "fetch_event_id": null,
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      "quote": null,
      "readiness": "ready",
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      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7",
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    "structuring:pp-conversion-domestication#SD.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No outbound limited-partnership domestication authorization appears in the complete South Dakota limited-partnership and partnership chapters.",
      "fetch_event_id": null,
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      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-950",
          "quote": "47-1A-950 . Domestic business corporation to become domestic unincorporated entity. A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/f7d1e183c822c2a11c71ef623f7d00d2bc4abb588bf797600ad20aa5ca2f09ce.json",
          "source_sha256": "f7d1e183c822c2a11c71ef623f7d00d2bc4abb588bf797600ad20aa5ca2f09ce",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-950"
        },
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-140",
          "quote": "(40) \"Unincorporated entity,\" any organization or artificial legal person that either has a separate legal existence or has the power to acquire an estate in real property in its own name and that is not any of the following: a domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, or a foreign government. The term includes a general partnership, limited liability company, limited partnership, business trust, joint stock association, and incorporated nonprofit association;",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/84a0e54f681cbf775308bb6994c43d305a4514dcd6262077a847473a144d3f92.html",
          "source_sha256": "84a0e54f681cbf775308bb6994c43d305a4514dcd6262077a847473a144d3f92",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-140"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A partnership may convert to an LP, and a domestic business corporation may use the corporation act's domestic-unincorporated-entity route to become an LP.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 48-7A-902",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "48-7A-902 . Conversion of partnership to limited partnership. (a) A partnership may be converted to a limited partnership pursuant to this section. (b) The terms and conditions of a conversion of a partnership to a limited partnership must be approved by all of the partners or by a number or percentage specified for conversion in the partnership agreement. (c) After the conversion is approved by the partners, the partnership shall file a certificate of limited partnership in the jurisdiction in which the limited partnership is to be formed. The certificate must include: (1) A statement that the partnership was converted to a limited partnership from a partnership; (2) Its former name; and (3) A statement of the number of votes cast by the partners for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion under the partnership agreement. (d) The conversion takes effect when the certificate of limited partnership is filed or at any later date specified in the certificate. (e) A general partner who becomes a limited partner as a result of the conversion remains liable as a general partner for an obligation incurred by the partnership before the conversion takes effect. If the other party to a transaction with the limited partnership reasonably believes when entering the transaction that the limited partner is a general partner, the limited partner is liable for an obligation incurred by the limited partnership within ninety days after the conversion takes effect. The limited partner's liability for all other obligations of the limited partnership incurred after the conversion takes effect is that of a limited partner as provided in the chapter 48-7 , the Uniform Limited Partnership Act.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/25e2fbeec5538579c122cc1713ec740151a16cea0480822d9450a566c91e866d.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "25e2fbeec5538579c122cc1713ec740151a16cea0480822d9450a566c91e866d",
      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-902",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-950.2",
          "quote": "47-1A-950.2 . Domestic unincorporated entity to become domestic business corporation. A domestic unincorporated entity may become a domestic business corporation. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of either an entity conversion or a merger, a plan of entity conversion shall be adopted and approved, the entity conversion effectuated, and appraisal rights exercised, in accordance with the procedures in §§ 47-1A-950 to 47-1A-956 , inclusive, and §§ 47-1A-1301 to 47-1A-1331.2 , inclusive. Without limiting the provisions of this section, a domestic unincorporated entity whose organic law does not provide procedures for the approval of an entity conversion is subject to §§ 47-1A-950.4 and 47-1A-952 . For purposes of applying §§ 47-1A-950 to 47-1A-956 , inclusive and §§ 47-1A-1301 to 47-1A-1331.2 , inclusive: (1) The unincorporated entity, its interest holders, interests and organic documents taken together, are deemed to be a domestic business corporation, shareholders, shares and articles of incorporation, respectively and vice versa, as the context may require; and (2) If the business and affairs of the unincorporated entity are managed by a group of persons that is not identical to the interest holders, that group is deemed to be the board of directors.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/5315942ac7a42bf98a723f401f5a13b7f9607e6ba55de7cc13848c18b17e079e.json",
          "source_sha256": "5315942ac7a42bf98a723f401f5a13b7f9607e6ba55de7cc13848c18b17e079e",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-950.2"
        },
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-140",
          "quote": "(40) \"Unincorporated entity,\" any organization or artificial legal person that either has a separate legal existence or has the power to acquire an estate in real property in its own name and that is not any of the following: a domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, or a foreign government. The term includes a general partnership, limited liability company, limited partnership, business trust, joint stock association, and incorporated nonprofit association;",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/84a0e54f681cbf775308bb6994c43d305a4514dcd6262077a847473a144d3f92.html",
          "source_sha256": "84a0e54f681cbf775308bb6994c43d305a4514dcd6262077a847473a144d3f92",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-140"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "An LP may convert to a partnership or use the corporation act's domestic-unincorporated-entity route to become a domestic business corporation.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 48-7A-903",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "48-7A-903 . Conversion of limited partnership to partnership. (a) A limited partnership may be converted to a partnership pursuant to this section. (b) Notwithstanding a provision to the contrary in a limited partnership agreement, the terms and conditions of a conversion of a limited partnership to a partnership must be approved by all of the partners. (c) After the conversion is approved by the partners, the limited partnership shall cancel its certificate of limited partnership. (d) The conversion takes effect when the certificate of limited partnership is canceled. (e) A limited partner who becomes a general partner as a result of the conversion remains liable only as a limited partner for an obligation incurred by the limited partnership before the conversion takes effect. Except as otherwise provided in § 48 - 7A - 306, the partner is liable as a general partner for an obligation of the partnership incurred after the conversion takes effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/547cf450b5554af59a1d008a5ac05855786d7a1108fe332f6bcb334ab1c6c350.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "547cf450b5554af59a1d008a5ac05855786d7a1108fe332f6bcb334ab1c6c350",
      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-903",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.lp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-122",
          "quote": "(7) Articles of domestication, one hundred fifty dollars; (8) Articles of charter surrender, one hundred fifty dollars; (9) Articles of domestication and conversion, one hundred fifty dollars; (10) Articles of entity conversion, one hundred fifty dollars;",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/2615291742134bffca30188ecc884d7181878002acc26560cf38bfdad2b8bc5a.html",
          "source_sha256": "2615291742134bffca30188ecc884d7181878002acc26560cf38bfdad2b8bc5a",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-122"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The LP-document fee locator is §48-7-206.1; articles of entity conversion through the corporation route are listed in §47-1A-122(10).",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 48-7-206.1",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "48-7-206.1 . Filing fee. The provisions of § 1-8-10 notwithstanding, the fee for filing any document required under this chapter with the secretary of state is one hundred twenty-five dollars.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/7b66b2e6cc8361beedb809a6b3ed08c185ca725fa94e4857c92a112da166b5fa.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7b66b2e6cc8361beedb809a6b3ed08c185ca725fa94e4857c92a112da166b5fa",
      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7-206.1",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 48-7A-903",
          "quote": "48-7A-903 . Conversion of limited partnership to partnership. (a) A limited partnership may be converted to a partnership pursuant to this section. (b) Notwithstanding a provision to the contrary in a limited partnership agreement, the terms and conditions of a conversion of a limited partnership to a partnership must be approved by all of the partners. (c) After the conversion is approved by the partners, the limited partnership shall cancel its certificate of limited partnership. (d) The conversion takes effect when the certificate of limited partnership is canceled. (e) A limited partner who becomes a general partner as a result of the conversion remains liable only as a limited partner for an obligation incurred by the limited partnership before the conversion takes effect. Except as otherwise provided in § 48 - 7A - 306, the partner is liable as a general partner for an obligation of the partnership incurred after the conversion takes effect.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/547cf450b5554af59a1d008a5ac05855786d7a1108fe332f6bcb334ab1c6c350.json",
          "source_sha256": "547cf450b5554af59a1d008a5ac05855786d7a1108fe332f6bcb334ab1c6c350",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-903"
        },
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-951",
          "quote": "47-1A-951 . Plan of entity conversion--Content. A plan of entity conversion must include: (1) A statement of the type of other entity the surviving entity will be and, if it will be a foreign other entity, its jurisdiction of organization; (2) The terms and conditions of the conversion; (3) The manner and basis of converting the shares of the domestic business corporation following its conversion into interests or other securities, obligations, rights to acquire interests or other securities, cash, other property, or any combination of the foregoing; and (4) The full text, as they will be in effect immediately after consummation of the conversion, of the organic documents of the surviving entity.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/990391680dd43795ebb4e2089481bdd07482f7e89e176cd5dc2a56d64bf06bd4.json",
          "source_sha256": "990391680dd43795ebb4e2089481bdd07482f7e89e176cd5dc2a56d64bf06bd4",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-951"
        },
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-953",
          "quote": "47-1A-953 . Domestic business corporation converted to domestic unincorporated entity--Articles of entity conversion--Content. After the conversion of a domestic business corporation to a domestic unincorporated entity has been adopted and approved as required by this chapter, articles of entity conversion shall be executed on behalf of the corporation by any officer or other duly authorized representative. The articles shall: (1) Set forth the name of the corporation immediately before the filing of the articles of entity conversion and the name to which the name of the corporation is to be changed, which shall be a name that satisfies the organic law of the surviving entity; (2) State the type of unincorporated entity that the surviving entity will be; (3) Set forth a statement that the plan of entity conversion was duly approved by the shareholders in the manner required by this chapter and the articles of incorporation; (4) If the surviving entity is a filing entity, either contain all of the provisions required to be set forth in its public organic document and any other desired provisions that are permitted, or have attached a public organic document. However, in either case, provisions that would not be required to be included in a restated public organic document may be omitted.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/0734934db4272a9ac3cf7312bdd37e6b60982f10394dcc06deeec3a0b0af3000.json",
          "source_sha256": "0734934db4272a9ac3cf7312bdd37e6b60982f10394dcc06deeec3a0b0af3000",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-953"
        },
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-953.1",
          "quote": "47-1A-953.1 . Domestic unincorporated entity converted to domestic business corporation--Articles of entity conversion--Content. After the conversion of a domestic unincorporated entity to a domestic business corporation has been adopted and approved as required by the organic law of the unincorporated entity, articles of entity conversion shall be executed on behalf of the unincorporated entity by any officer or other duly authorized representative. The articles shall: (1) Set forth the name of the unincorporated entity immediately before the filing of the articles of entity conversion and the name to which the name of the unincorporated entity is to be changed, which shall be a name that satisfies the requirements of §§ 47-1A-401 to 47-1A-401.3 , inclusive; (2) Set forth a statement that the plan of entity conversion was duly approved in accordance with the organic law of the unincorporated entity; (3) Either contain all of the provisions that § 47-1A-202 requires to be set forth in articles of incorporation and any other desired provisions that § 47-1A-202.1 permits to be included in articles of incorporation, or have attached articles of incorporation. However, in either case, provisions that would not be required to be included in restated articles of incorporation of a domestic business corporation may be omitted.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/43205c3f8cd6de47170aefddb5b7ae39aa4208ddc3316146b9dfbe33f8e284eb.json",
          "source_sha256": "43205c3f8cd6de47170aefddb5b7ae39aa4208ddc3316146b9dfbe33f8e284eb",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-953.1"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A partnership converting into an LP files a certificate of limited partnership; an LP converting to a partnership cancels its certificate, while the corporation routes use a plan and articles of entity conversion.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 48-7A-902",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "48-7A-902 . Conversion of partnership to limited partnership. (a) A partnership may be converted to a limited partnership pursuant to this section. (b) The terms and conditions of a conversion of a partnership to a limited partnership must be approved by all of the partners or by a number or percentage specified for conversion in the partnership agreement. (c) After the conversion is approved by the partners, the partnership shall file a certificate of limited partnership in the jurisdiction in which the limited partnership is to be formed. The certificate must include: (1) A statement that the partnership was converted to a limited partnership from a partnership; (2) Its former name; and (3) A statement of the number of votes cast by the partners for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion under the partnership agreement. (d) The conversion takes effect when the certificate of limited partnership is filed or at any later date specified in the certificate. (e) A general partner who becomes a limited partner as a result of the conversion remains liable as a general partner for an obligation incurred by the partnership before the conversion takes effect. If the other party to a transaction with the limited partnership reasonably believes when entering the transaction that the limited partner is a general partner, the limited partner is liable for an obligation incurred by the limited partnership within ninety days after the conversion takes effect. The limited partner's liability for all other obligations of the limited partnership incurred after the conversion takes effect is that of a limited partner as provided in the chapter 48-7 , the Uniform Limited Partnership Act.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/25e2fbeec5538579c122cc1713ec740151a16cea0480822d9450a566c91e866d.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "25e2fbeec5538579c122cc1713ec740151a16cea0480822d9450a566c91e866d",
      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-902",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The located LP conversion routes are domestic routes and do not state a paired-jurisdiction authorization requirement.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/25e2fbeec5538579c122cc1713ec740151a16cea0480822d9450a566c91e866d.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "25e2fbeec5538579c122cc1713ec740151a16cea0480822d9450a566c91e866d",
      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-902",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.lp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "S.D. Codified Laws § 47-1A-950",
          "quote": "47-1A-950 . Domestic business corporation to become domestic unincorporated entity. A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion.",
          "role": "supporting",
          "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/f7d1e183c822c2a11c71ef623f7d00d2bc4abb588bf797600ad20aa5ca2f09ce.json",
          "source_sha256": "f7d1e183c822c2a11c71ef623f7d00d2bc4abb588bf797600ad20aa5ca2f09ce",
          "source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-950"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The applicable statutes use conversion and entity conversion for the LP transaction routes; no same-type domestication route was located.",
      "fetch_event_id": null,
      "pinpoint": "S.D. Codified Laws § 48-7A-902",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "48-7A-902 . Conversion of partnership to limited partnership. (a) A partnership may be converted to a limited partnership pursuant to this section. (b) The terms and conditions of a conversion of a partnership to a limited partnership must be approved by all of the partners or by a number or percentage specified for conversion in the partnership agreement. (c) After the conversion is approved by the partners, the partnership shall file a certificate of limited partnership in the jurisdiction in which the limited partnership is to be formed. The certificate must include: (1) A statement that the partnership was converted to a limited partnership from a partnership; (2) Its former name; and (3) A statement of the number of votes cast by the partners for and against the conversion and, if the vote is less than unanimous, the number or percentage required to approve the conversion under the partnership agreement. (d) The conversion takes effect when the certificate of limited partnership is filed or at any later date specified in the certificate. (e) A general partner who becomes a limited partner as a result of the conversion remains liable as a general partner for an obligation incurred by the partnership before the conversion takes effect. If the other party to a transaction with the limited partnership reasonably believes when entering the transaction that the limited partner is a general partner, the limited partner is liable for an obligation incurred by the limited partnership within ninety days after the conversion takes effect. The limited partner's liability for all other obligations of the limited partnership incurred after the conversion takes effect is that of a limited partner as provided in the chapter 48-7 , the Uniform Limited Partnership Act.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/25e2fbeec5538579c122cc1713ec740151a16cea0480822d9450a566c91e866d.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "25e2fbeec5538579c122cc1713ec740151a16cea0480822d9450a566c91e866d",
      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-902",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#SD.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition appears in the complete applicable LP conversion provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/SD/snapshots/c50/SD/SD/25e2fbeec5538579c122cc1713ec740151a16cea0480822d9450a566c91e866d.json",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "25e2fbeec5538579c122cc1713ec740151a16cea0480822d9450a566c91e866d",
      "source_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-902",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Outbound corporate conversion requires board adoption, shareholder approval by the stated voting rules, and written consent where owner liability is created.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 48-21-111",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "48-21-111. Action on a plan of entity conversion. In the case of an entity conversion of a domestic business corporation to a domestic or foreign unincorporated entity: (1) The plan of entity conversion must be adopted by the board of directors; (2) After adopting the plan of entity conversion, the board of directors must submit the plan to the shareholders for their approval. The board of directors must also transmit the shareholders a recommendation that the shareholders approve the plan, unless the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation in which case the board of directors must transmit to the shareholders 'the basis for that determination; (3) The board of directors may condition its submission of the plan of entity conversion to the shareholders on any basis; (4) If the approval of the shareholders is to be given at a meeting. the corporation must notify each shareholder, whether or not entitled to vote, of the meeting of shareholders at which the plan of entity conversion is to be submitted for approval. The notice must state that the purpose, or one of the purposes, of the meeting is to consider the plan and must contain or be accompanied by a copy or summary of the plan. The notice shall include or be accompanied by a copy of the organic documents as they will be in effect immediately after the entity conversion; (5) Unless chapter 11-27 of this title, the charter, or the board of directors acting pursuant to subdivision (3) requires a greater vote or a vote by voting groups, the plan of conversion to be authorized must be approved by each voting group entitled to vote separately on the plan by a majority of all the votes entitled to be cast on the plan by that voting group; (6) If any provision of the charter, bylaws or an agreement to which any of the directors or shareholders are parties, adopted or entered into before January 1, 2013, applies to a merger of the corporation and the document does not refer to an entity conversion of the corporation, the provision shall be deemed to apply to an entity conversion of the corporation until such time as the provision is subsequently amended; and (7) If as a result of the conversion one (1) or more shareholders of the corporation would become subject to owner liability for the debts, obligations, or liabilities of any other person or entity, approval of the plan of conversion shall require the execution, by each such shareholder, of a separate written consent to become subject to such owner liability.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c",
      "source_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The effects subsection preserves property, obligations, proceedings, organic documents, interests, uninterrupted identity, and original organization date.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 48-21-114(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion under§ 48-21-111 takes effect: (1) All title to real and personal property, both tangible and intangible, of the converting entity remains in the survivor without reversion orimpairment; (2) All obligations and liabilities of the converting entity continue as obligations and liabilities of the survivor; (3) An action or proceeding pending against the converting entity continues against the survivor as if the conversion had not occurred; (4) In the case of a survivor that is a filing entity, its charter or public organic document and its private organic document become effective; (5) In the case of a survivor that is a nonfiling entity, its private organic document becomes effective; . (6) Th~ shares or interests of the converting entity are reclassified mto sha_res, Interests, other securities, obligations, rights to acquire shares, 1ntere~ts, or other securities, or into cash or other property in accordance w1th the plan of conversion; and the shareholders or interest holders of the converting entity are entitled only to the rights provided to them under the terms of the conversion and to any dissenters' rights they may have under chapter 23 or under the applicable organic law of the converting entity if it is other than a corporation; and (7) The survivor is deemed to: (A) Be incorporated or organized under and subject to the organic law of the converting entity for all purposes; (B) Be the same corporation or unincorporated entity without interruption as the converting entity; and (C) Have been incorporated or otherwise organized on the date that the converting entity was originally incorporated or organized.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c",
      "source_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A domestic unincorporated entity may convert into a Tennessee corporation; a foreign one may do so if its organic law authorizes the move.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 48-21-109(c)-(d)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) A domestic unincorporated entity may become a domestic business corporation. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of either an entity conversion or a merger, a plan of entity conversion shall be adopted and approved, the entity conversion effectuated, and dissenters' rights exercised, in accordance with the procedures in this chapter and chapter 23. Without limiting the provisions of this subsection (c), a domestic unincorporated entity whose organic law does not provide procedures for the approval of an entity conversion shall be subject to subsection (e) and § 48-21-111 (7). For purposes of applying this chapter and chapter 23: (1) The unincorporated entity, its interest holders, interests, and organic documents taken together, shall be deemed to be a domestic business corporation, shareholders, shares, and charters, respectively, and vice versa, as the context may require; and (2) If the business and affairs of the unincorporated entity are managed by a group of persons that is not identical to the interest holders, that group shall be deemed to be the board of directors. (d) A foreign unincorporated entity may become a domestic business corporation if the organic law of the foreign unincorporated entity authorizes it to become a corporation in another jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c",
      "source_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Tennessee business corporation may convert to a domestic unincorporated entity or, if destination law permits, a foreign one.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 48-21-109(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion. (b) A domestic business corporation may become a foreign unincorporated entity if the entity conversion is permitted by the laws of the foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c",
      "source_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No procedure authorizing a foreign business corporation to become a Tennessee corporation was located in the captured transaction chapter.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c",
      "source_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No procedure authorizing a Tennessee business corporation to become a foreign business corporation was located in the captured transaction chapter.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c",
      "source_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Domestic or foreign unincorporated entities within the full statutory definition may convert into a Tennessee corporation.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 48-11-201, definition of unincorporated entity",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Unincorporated entity\" means an organization or artificial legal person that e1ther has a separate legal existence or has the power to acquire an estate in real property in its own name and that is not any of the following: a domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, or a ~or~ign government. The term includes a general partnership, limited liability company, llm1ted partnership, business trust, joint stock association, and unincorporated nonprofit association; and",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c",
      "source_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Tennessee corporation may convert to a domestic or foreign unincorporated entity within the full statutory definition.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 48-11-201, definition of unincorporated entity",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Unincorporated entity\" means an organization or artificial legal person that e1ther has a separate legal existence or has the power to acquire an estate in real property in its own name and that is not any of the following: a domestic or foreign business or nonprofit corporation, an estate, a trust, a state, the United States, or a ~or~ign government. The term includes a general partnership, limited liability company, llm1ted partnership, business trust, joint stock association, and unincorporated nonprofit association; and",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c",
      "source_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The filing-fee locators for articles of entity conversion and charter surrender are § 48-11-303(a)(14)-(15).",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 48-11-303(a)(14)-(15)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(14) Articles of entity conversion .......................................... $100.00 (15) Articles of charter surrender............................................ $20.00",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c",
      "source_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The conversion uses a plan and filed articles of entity conversion or, for an outbound foreign conversion, articles of charter surrender.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. §§ 48-21-112 through -113",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "48-21-112. Articles of entity conversion. (a) After the conversion of a domestic business corporation to a domestic unincorporated entity has been adopted and approved as required by this chapter, articles of entity conversion shall be executed on behalf of the corporation by any officer or other duly authorized representative. The articles shall: (1) Set forth the name of the corporation immediately before the filing of the articles of entity conversion and the name to which the name of the corporation is to be changed, which shall be a name that satisfies the organic law of the survivor; (2) State the type of unincorporated entity that the survivor will be; (3) Set forth a statement that the plan of entity conversion was duly approved by the shareholders in the manner required by this chapter and the charter; and (4) If the survivor is a filing entity, have attached the applicable public organic document; except that provisions that would not be required to be included in a restated public organic document may be omitted. (b) After the conversion of a domestic unincorporated entity to a domestic business corporation has been adopted and approved as required by the organic law of the unincorporated entity, articles of entity conversion shall be executed on behalf of the unincorporated entity by any officer or other duly authorized representative. The articles shall: (1) Set forth the name of the unincorporated entity immediately before the filing of the articles of entity conversion and the name to which the name of the unincorporated entity is to be changed, which shall be a name that satisfies the requirements of§ 48-14-101; (2) Set forth a statement that the plan of entity conversion was duly approved in accordance with the organic law of the unincorporated entity; and (3) Have attached a charter; except that provisions that would not be required to be included in a restated charter of a domestic business corporation may be omitted. (c) After the conversion of a foreign unincorporated entity to a domestic business corporation has been authorized as required by the laws of the foreign jurisdiction, articles of entity conversion shall be executed on behalf of the foreign unincorporated entity by any officer or other duly authorized representative. The articles shall: (1) Set forth the name of the unincorporated entity immediately before the filing of the articles of entity conversion and the name to which the name of the unincorporated entity is to be changed, which shall be a name that satisfies the requirements of§ 48-14-101; (2) Set forth the jurisdiction under the laws of which the unincorporated entity was organized immediately before the filing of the articles of entity conversion and the date on which the unincorporated entity was organized in that jurisdiction; (3) Set forth a statement that the conversion of the unincorporated entity was duly approved in the manner required by its organic law; and (4) Have attached a charter; except that provisions that would not be required to be included in a restated charter of a domestic business corporation may be omitted. (d) The articles of entity conversion shall be delivered to the secretary of state for filing, together with the required filing fee, and shall take effect at the effective time provided in§ 48-11-304. (1) Articles of entity conversion filed under subsection (a) or (b) may be combined with any required conversion filing under the organic law of the domestic unincorporated entity if the combined filing satisfies the requirements of both this section and the other organic law. (2) The public organic document required to be attached by subsection (a) shall be delivered to the secretary of state for filing, and shall take effect at the effective time of the articles of entity conversion. A filing fee for the public organic document shall be paid to the secretary of state in the amount specified for such public organic document by the applicable law governing the formation of such domestic unincorporated entity. (3) The charter required to be attached by subsection (b) or (c) shall be delivered to the secretary of state for filing, and shall take effect at the effective time of the articles of entity conversion. The fee for filing the charter shall be paid in accordance with § 48-11-303. (e) If the converting entity is a foreign unincorporated entity that is authorized to transact business in this state under a provision of law similar to chapter 25, its certificate of authority or other type of foreign qualification shall be cancelled automatically on the effective date of its conversion. 48-21-113. Surrender of charter upon conversion. (a) Whenever a domestic business corporation has adopted and approved, in the manner required by this chapter, a plan of entity conversion providing for the corporation to be converted to a foreign unincorporated entity, articles of charter surrender shall be executed on behalf of the corporation by any officer or other duly authorized representative. The articles of charter surrender shall set forth: (1) The name of the corporation; (2) A statement that the articles of charter surrender are being filed in connection with the conversion of the corporation to a foreign unincorporated entity; (3) A statement that the conversion was duly approved by the shareholders in the manner required by this chapter and the charter; (4) The jurisdiction under the laws of which the survivor will be organized; and (5) If the survivor will be a nonfiling entity, the address of its executive office immediately after the conversion. (b) The articles of charter surrender shall be delivered by the corporation to the secretary of state for filing together with the required filing fee. The articles of charter surrender shall take effect on the effective time provided in § 48-11304.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c",
      "source_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Foreign outbound and inbound conversions require permission under the law or organic law of the foreign jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 48-21-109(b), (d)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic business corporation may become a domestic unincorporated entity pursuant to a plan of entity conversion. (b) A domestic business corporation may become a foreign unincorporated entity if the entity conversion is permitted by the laws of the foreign jurisdiction. (c) A domestic unincorporated entity may become a domestic business corporation. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of an entity conversion, the conversion shall be adopted and approved, and the entity conversion effectuated, in the same manner as a merger of the unincorporated entity. If the organic law of a domestic unincorporated entity does not provide procedures for the approval of either an entity conversion or a merger, a plan of entity conversion shall be adopted and approved, the entity conversion effectuated, and dissenters' rights exercised, in accordance with the procedures in this chapter and chapter 23. Without limiting the provisions of this subsection (c), a domestic unincorporated entity whose organic law does not provide procedures for the approval of an entity conversion shall be subject to subsection (e) and § 48-21-111 (7). For purposes of applying this chapter and chapter 23: (1) The unincorporated entity, its interest holders, interests, and organic documents taken together, shall be deemed to be a domestic business corporation, shareholders, shares, and charters, respectively, and vice versa, as the context may require; and (2) If the business and affairs of the unincorporated entity are managed by a group of persons that is not identical to the interest holders, that group shall be deemed to be the board of directors. (d) A foreign unincorporated entity may become a domestic business corporation if the organic law of the foreign unincorporated entity authorizes it to become a corporation in another jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c",
      "source_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The captured corporate transaction chapter states no operative term for a same-form jurisdictional move.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c.pdf",
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      "source_class": "S1",
      "source_sha256": "7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c",
      "source_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The corporate conversion provisions contain a tax-law savings clause but state no tax-clearance, tax-payment, or good-standing condition.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7b0f9a76ba7569b849a3c6b08c3c5c9795becd6acd04eb2c67f4b01564c3783c",
      "source_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Inbound approval follows the converting entity's law and governing documents; outbound approval requires the stated manager/director and member majorities.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 48-249-703(h); § 48-249-704(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(h) Approval. Prior to filing a certificate of conversion of another entity to a domestic LLC with the secretary of state: (1) The conversion shall be approved in the manner provided for by applicable laws of the jurisdiction of the converting other entity and by any document, instrument, agreement or other writing governing the internal affairs of the other entity and the conduct of its business, as appropriate; and (2) The articles of organization and operating agreement, as applicable, for the domestic LLC, shall be approved by the same authorization required for the converting other entity to approve the conversion. […] (c) Approval. The conversion of a domestic LLC to another entity must be approved by: (1) A majority vote of the managers, if the LLC is a manager-managed LLC, or a majority vote of the directors, if the LLC is a director-managed LLC; and (2) A majority vote of the members, whether the LLC is a membermanaged LLC, a manager-managed LLC or a director-managed LLC.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402",
      "source_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The inbound and outbound effects provisions preserve entity identity, property, creditor rights, liabilities, proceedings, and continuity without dissolution.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 48-249-703(e)-(f); § 48-249-704(h)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(e) Effects of Conversion. When any conversion of another entity to a domestic LLC has become effective under this section, for all purposes of the laws of this state: (1) The domestic LLC shall be deemed to be the same entity as the converting other entity; (2) All of the rights, privileges and powers of the converting other entity and all property (real, personal and mixed) of and all debts due to the converting other entity, as well as all other things and causes of action belonging to the converting other entity, shall be and remain vested in the domestic LLC and shall be the property of the domestic LLC; (3) The title to any real property vested by deed or otherwise in the converting other entity shall not revert or be in any way impaired by reason of this section; (4) All rights of creditors and all liens upon any property of the converting other entity shall be preserved unimpaired; (5) All debts, liabilities and obligations of the converting other entity shall remain attached to the domestic LLC and may be enforced against it to the same extent as if said debts, liabilities and obligations had originally been incurred or contracted by it in its capacity as a domestic LLC; (6) Any proceeding pending against the converting other entity may be continued against the domestic LLC as if the conversion had not occurred; and (7) The rights, privileges, powers and interests in property of the converting other entity, as well as the debts, liabilities and obligations of the converting other entity, shall not be deemed, as a consequence of the conversion, to have been transferred to the domestic LLC for any purpose of the laws of this state. (f) No Dissolution or Winding Up. The converting other entity shall not be required to wind up its affairs or pay its liabilities and distribute its assets, and the conversion shall not be deemed to constitute a dissolution of the converting other entity and shall constitute a continuation of the existence of the converting other entity in the form of a domestic LLC. […] (h) Effects of Conversion. When any conversion of a domestic LLC to another entity has become effective under this section, for all purposes of the laws of this state: (1) The converted other entity shall be deemed to be the same entity as the domestic LLC; (2) All of the rights, privileges and powers of the domestic LLC and all property (real, personal and mixed) of and all debts due to the domestic LLC, as well as all other things and causes of action belonging to the domestic LLC, shall be and remain vested in the converted other entity and shall be the property of the converted other entity; (3) The title to any real property vested by deed or otherwise in the domestic LLC shall not revert or be in any way impaired by reason of this section; (4) All rights of creditors and all liens upon any property of the domestic LLC shall be preserved unimpaired; (5) All debts, liabilities and obligations of the domestic LLC shall remain attached to the converted other entity and may be enforced against it to the same extent as if said debts, liabilities and obligations had originally been incurred or contracted by it in its capacity as the converted other entity; (6) Any proceeding pending against the domestic LLC may be continued against the converted other entity as if the conversion had not occurred; and (7) The rights, privileges, powers and interests in property of the domestic LLC, as well as the debts, liabilities and obligations of the domestic LLC, shall not be deemed, as a consequence of the conversion, to have been transferred to the converted other entity for any purpose of the laws of this state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402",
      "source_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Another entity may convert to a Tennessee LLC if the law governing the converting entity permits the conversion and is followed.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 48-249-703(a), (g)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) General. Any other entity may convert to a domestic LLC by complying with this section and filing with the secretary of state: (1) A certificate of conversion to a domestic LLC; and (2) Articles of organization that comply with § [202] of this Act. […] (g) Compliance With Other Applicable Law. If the converting other entity is a foreign entity, the conversion must be permitted under the laws of the jurisdiction of the converting other entity and the converting other entity must comply with such laws. If the converting other entity is a domestic entity, the conversion must be permitted under the other laws of this state that apply to the domestic entity, and the domestic entity must comply with such laws.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402",
      "source_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Tennessee LLC may convert to another entity if the destination law permits the conversion and the target complies with that law.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 48-249-704(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) General. Upon compliance with this section, a domestic LLC may convert to another entity by filing with the secretary of state: (1) A certificate of conversion pursuant to subsection (f); and (2) If the other entity into which the domestic LLC is to be converted is an entity formed under the laws of this state, the formational document, if any, required by other laws of this state to be filed with the secretary of state in connection with the formation of the other domestic entity, which formational document has been executed in accordance with the applicable law of this state with respect to such formational document. […] (b) Compliance with Other Applicable Law. If the domestic LLC is to be converted into a foreign entity, the conversion must be permitted under the laws of the jurisdiction of the foreign entity, and the foreign entity must comply with such laws. If the domestic LLC is to be converted into a domestic entity (other than a domestic LLC), the conversion must be permitted under the other laws of this state that apply to the domestic entity, and the domestic entity must comply with such laws.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402",
      "source_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.llc.domestication_inbound": {
      "additional_sources": [
        {
          "evidence_role": "statutory_definition",
          "pinpoint": "Tenn. Code Ann. § 48-249-701(a), (c)",
          "quote": "(a) Other Entity. The terms “other entity” and “another entity” each mean any domestic entity (other than a domestic LLC) or foreign entity, whether formed under the laws of this state, the laws of any other, the laws of the United States or the laws of any foreign country or other foreign jurisdiction. (b) Domestic Entity. The term “domestic entity” means any entity formed under the laws of this state. (c) Foreign Entity. The term “foreign entity” means any entity formed under the laws of any state of the United States other than this state, the laws of the United States or the laws of any foreign country or other foreign jurisdiction.",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402.pdf",
          "source_sha256": "3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402",
          "source_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A foreign LLC may become a Tennessee LLC through the Act's conversion procedure if its governing jurisdiction permits the conversion.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 48-249-703(a), (g)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) General. Any other entity may convert to a domestic LLC by complying with this section and filing with the secretary of state: (1) A certificate of conversion to a domestic LLC; and (2) Articles of organization that comply with § [202] of this Act. […] (g) Compliance With Other Applicable Law. If the converting other entity is a foreign entity, the conversion must be permitted under the laws of the jurisdiction of the converting other entity and the converting other entity must comply with such laws. If the converting other entity is a domestic entity, the conversion must be permitted under the other laws of this state that apply to the domestic entity, and the domestic entity must comply with such laws.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402",
      "source_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.llc.domestication_outbound": {
      "additional_sources": [
        {
          "evidence_role": "statutory_definition",
          "pinpoint": "Tenn. Code Ann. § 48-249-701(a), (c)",
          "quote": "(a) Other Entity. The terms “other entity” and “another entity” each mean any domestic entity (other than a domestic LLC) or foreign entity, whether formed under the laws of this state, the laws of any other, the laws of the United States or the laws of any foreign country or other foreign jurisdiction. (b) Domestic Entity. The term “domestic entity” means any entity formed under the laws of this state. (c) Foreign Entity. The term “foreign entity” means any entity formed under the laws of any state of the United States other than this state, the laws of the United States or the laws of any foreign country or other foreign jurisdiction.",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402.pdf",
          "source_sha256": "3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402",
          "source_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Tennessee LLC may become a foreign LLC through the Act's conversion procedure if the destination jurisdiction permits the conversion.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 48-249-704(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) General. Upon compliance with this section, a domestic LLC may convert to another entity by filing with the secretary of state: (1) A certificate of conversion pursuant to subsection (f); and (2) If the other entity into which the domestic LLC is to be converted is an entity formed under the laws of this state, the formational document, if any, required by other laws of this state to be filed with the secretary of state in connection with the formation of the other domestic entity, which formational document has been executed in accordance with the applicable law of this state with respect to such formational document. […] (b) Compliance with Other Applicable Law. If the domestic LLC is to be converted into a foreign entity, the conversion must be permitted under the laws of the jurisdiction of the foreign entity, and the foreign entity must comply with such laws. If the domestic LLC is to be converted into a domestic entity (other than a domestic LLC), the conversion must be permitted under the other laws of this state that apply to the domestic entity, and the domestic entity must comply with such laws.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402",
      "source_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Any domestic entity other than a Tennessee LLC, and any foreign entity, may be an inbound source under the statutory umbrella definition.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 48-249-701(a)-(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Other Entity. The terms “other entity” and “another entity” each mean any domestic entity (other than a domestic LLC) or foreign entity, whether formed under the laws of this state, the laws of any other, the laws of the United States or the laws of any foreign country or other foreign jurisdiction. (b) Domestic Entity. The term “domestic entity” means any entity formed under the laws of this state. (c) Foreign Entity. The term “foreign entity” means any entity formed under the laws of any state of the United States other than this state, the laws of the United States or the laws of any foreign country or other foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402",
      "source_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Tennessee LLC may convert to any domestic entity other than a Tennessee LLC or to any foreign entity within the Act's umbrella definition.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 48-249-701(a)-(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) Other Entity. The terms “other entity” and “another entity” each mean any domestic entity (other than a domestic LLC) or foreign entity, whether formed under the laws of this state, the laws of any other, the laws of the United States or the laws of any foreign country or other foreign jurisdiction. (b) Domestic Entity. The term “domestic entity” means any entity formed under the laws of this state. (c) Foreign Entity. The term “foreign entity” means any entity formed under the laws of any state of the United States other than this state, the laws of the United States or the laws of any foreign country or other foreign jurisdiction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402",
      "source_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The certificate-of-conversion filing-fee locator is Tenn. Code Ann. § 48-249-1007(a)(3).",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 48-249-1007(a)(3)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(3) Certificate of conversion $20.00",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402",
      "source_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The filing uses a certificate of conversion plus articles of organization inbound or any required Tennessee target-formation document outbound.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 48-249-703(a); § 48-249-704(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) General. Any other entity may convert to a domestic LLC by complying with this section and filing with the secretary of state: (1) A certificate of conversion to a domestic LLC; and (2) Articles of organization that comply with § [202] of this Act. […] (a) General. Upon compliance with this section, a domestic LLC may convert to another entity by filing with the secretary of state: (1) A certificate of conversion pursuant to subsection (f); and (2) If the other entity into which the domestic LLC is to be converted is an entity formed under the laws of this state, the formational document, if any, required by other laws of this state to be filed with the secretary of state in connection with the formation of the other domestic entity, which formational document has been executed in accordance with the applicable law of this state with respect to such formational document.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402",
      "source_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A foreign conversion must be permitted by the foreign entity's jurisdiction, and the foreign entity must comply with that law.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 48-249-703(g); § 48-249-704(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(g) Compliance With Other Applicable Law. If the converting other entity is a foreign entity, the conversion must be permitted under the laws of the jurisdiction of the converting other entity and the converting other entity must comply with such laws. If the converting other entity is a domestic entity, the conversion must be permitted under the other laws of this state that apply to the domestic entity, and the domestic entity must comply with such laws. […] (b) Compliance with Other Applicable Law. If the domestic LLC is to be converted into a foreign entity, the conversion must be permitted under the laws of the jurisdiction of the foreign entity, and the foreign entity must comply with such laws. If the domestic LLC is to be converted into a domestic entity (other than a domestic LLC), the conversion must be permitted under the other laws of this state that apply to the domestic entity, and the domestic entity must comply with such laws.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402",
      "source_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The LLC Act uses conversion, not a separate domestication term, for the same-form moves its defined entity terms reach.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. §§ 48-249-703 to -704",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "703. Conversion to LLC. […] 704. Conversion of LLC.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402",
      "source_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The complete LLC conversion provisions state no tax-clearance, tax-payment, or good-standing condition.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3519ced630f3e04dbf086ff521bee211264840f76e0ed8fb25a775b2f936f402",
      "source_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Tennessee LP conversion needs all general partners, the stated limited-partner majority, and any required written liability consent; other entities follow their governing law.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 61-3-1112",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A plan of conversion is not effective unless it has been approved: (1) By a domestic converting limited partnership, the affirmative vote or consent of all general partners and of limited partners owning a majority of the rights to receive distributions as limited partners at the time the vote or consent is to be effective; and (2) ln a record, by each partner of a domestic converting limited partnership that will have interest holder liability for debts, obligations, and other liabilities that are incurred after the conversion becomes effective, unless. (A) The partnership agreement of the partnership provides in a record for the approval of a conversion or a merger in which some or all of its partners become subject to interest holder liability by the affirmative vote or consent of fewer than all of the partners; and (B) The partner voted for or consented in a record to that provision of the partnership agreement or became a partner after the adoption of that provision. (b) A conversion involving a domestic converting entity that is not a limited partnership is not effective unless it is approved by the domestic converting entity in accordance with its organic law. (c) A conversion of a foreign converting entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089",
      "source_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The full effects provision preserves uninterrupted entity identity, property, liabilities, powers, proceedings, interests, and continuity without winding up.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 61-3-1115",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective: (1) The converted entity is: (A) Organized under and subject to the organic law of the converted entity; and (B) The same entity without interruption as the converting entity; (2) All property of the converting entity continues to be vested in the converted entity without transfer, reversion, or impairment; (3) All debts, obligations, and other liabilities of the converting entity continue as debts, obligations, and other liabilities of the converted entity; (4) Except as othenrise provided by law or the plan of conversion, all the rights, privileges, immunities, powers, and purposes of the converting entity remain in the converted entity; (5) The name of the converted entity may be substituted for the name of the converting entity in any pending action or proceeding; (6) The certificate of limited partnership of the converted entity becomes effective; (7) The provisions of the partnership agreement of the converted entity that are to be in a record, if any, approved as part of the plan of conversion become effective; and (8) The interests in the converting entity are converted, and the interest holders of the converting entity are entitled only to the rights provided to them under the plan of conversion and to any appraisal rights they have under g 613-1 103. (b) Except as othenruise provided in the partnership agreement of a domestic converting limited partnership, the conversion does not give rise to any rights that a partner or third party would have upon a dissolution, liquidation, or winding up of the converting entity. (c) When a conversion becomes effective, a person that did not have interest holder liability with respect to the converting entity and becomes subject to interest holder liability with respect to a domestic entity as a result of the conversion has interest holder liability only to the extent provided by the organic law of the entity and only for those debts, obligations, and other liabilities that are incurred after the conversion becomes effective. (d) When a conversion becomes effective, the interest holder liability of a person that ceases to hold an interest in a domestic converting limited partnership with respect to which the person had interest holder liability is subject to the following: (1) The conversion does not discharge any interest holder liability under this chapter to the extent the interest holder liability was incurred before the conversion became effective; (2) The person does not have interest holder liability under this chapter for any debt, obligation, or other liability that is incurred after the conversion becomes effective; (3) This chapter continues to apply to the release, collection, or discharge of any interest holder liability preserved under subdivision (d)(1) as if the conversion had not occurred; and (4) The person has whatever rights of contribution from any other person as are provided by this chapter, law other than this chapter or the organic rules of the converting entity with respect to any interest holder liability preserved under subdivision (dX1) as if the conversion had not occurred. (e) When a conversion becomes effective, a foreign entity that is the converted entity may be served with process in this state for the collection and enforcement of any of its debts, obligations, and other liabilities as provided in g 61-3119. (f) lf the converting entity is a registered foreign entity, its registration to do business in this state is cancelled when the conversion becomes effective. (g) A conversion does not require the entity to wind up its affairs and does not constitute or cause the dissolution of the entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089.pdf",
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      "source_class": "S1",
      "source_sha256": "bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089",
      "source_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A foreign entity may convert into a Tennessee limited partnership if its jurisdiction-of-formation law authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 61-3-1110(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) By complying with the provisions of $$ 61-3-1111 - 61-3-1115 applicable to foreign entities, a foreign entity may become a domestic limited partnership if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089",
      "source_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Tennessee limited partnership may convert to a different domestic entity type or to a different foreign type if destination law authorizes it.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 61-3-1110(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) By complying with SS 61-3-1111 - 61-3-1115, a domestic limited partnership may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089",
      "source_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.lp.domestication_inbound": {
      "additional_sources": [
        {
          "evidence_role": "statutory_definition",
          "pinpoint": "Tenn. Code Ann. § 61-3-1101(a)(6), (8)",
          "quote": "(6) \"Entity\": (A) Means: (i) A business corporation; (ii) A nonprofit corporation; (i¡i) A general partnership, including a limited liability partnership; (iv) A limited partnership, including a limited liability limited partnership; (v) A limited liability company; (vi) A general cooperative association; (vii) A limited cooperative association; (viii) An unincorporated nonprofit association; (ix) A statutory trust, business trust, or common-law business trust; or (x) Any other person that has: (a) A legal existence separate from any interest holder of that person; or (b) The power to acquire an interest in real property in its own name; and (B) Does not include: (i) An individual; (ii) A trust with a predominantly donative purpose or a charitable trust; (iii) An association or relationship that is not an entity listed in subdivision (6XA) and is not a partnership under S 611-2Q2 or a similar provision of the governing jurisdiction; (iv) A decedent's estate; or (v) A government or a governmental subdivision, agency, or instrumentality; […] (8) \"Foreign,\" with respect to an entity, means an entity governed as to the entity's internal affairs by the law of a jurisdiction other than this state;",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089.pdf",
          "source_sha256": "bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089",
          "source_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A foreign limited partnership may become a Tennessee limited partnership through conversion if its formation-jurisdiction law authorizes it.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 61-3-1110(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) By complying with the provisions of $$ 61-3-1111 - 61-3-1115 applicable to foreign entities, a foreign entity may become a domestic limited partnership if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089",
      "source_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No outbound same-form move was located: § 61-3-1110(a) authorizes a Tennessee LP to become only a different entity type.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089",
      "source_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A foreign entity within the Act's full entity definition, including a foreign LP, may be an inbound source type.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 61-3-1101(a)(6)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(6) \"Entity\": (A) Means: (i) A business corporation; (ii) A nonprofit corporation; (i¡i) A general partnership, including a limited liability partnership; (iv) A limited partnership, including a limited liability limited partnership; (v) A limited liability company; (vi) A general cooperative association; (vii) A limited cooperative association; (viii) An unincorporated nonprofit association; (ix) A statutory trust, business trust, or common-law business trust; or (x) Any other person that has: (a) A legal existence separate from any interest holder of that person; or (b) The power to acquire an interest in real property in its own name; and (B) Does not include: (i) An individual; (ii) A trust with a predominantly donative purpose or a charitable trust; (iii) An association or relationship that is not an entity listed in subdivision (6XA) and is not a partnership under S 611-2Q2 or a similar provision of the governing jurisdiction; (iv) A decedent's estate; or (v) A government or a governmental subdivision, agency, or instrumentality;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089",
      "source_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Tennessee LP may target a different domestic or foreign entity type within the full statutory definition.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 61-3-1101(a)(6)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(6) \"Entity\": (A) Means: (i) A business corporation; (ii) A nonprofit corporation; (i¡i) A general partnership, including a limited liability partnership; (iv) A limited partnership, including a limited liability limited partnership; (v) A limited liability company; (vi) A general cooperative association; (vii) A limited cooperative association; (viii) An unincorporated nonprofit association; (ix) A statutory trust, business trust, or common-law business trust; or (x) Any other person that has: (a) A legal existence separate from any interest holder of that person; or (b) The power to acquire an interest in real property in its own name; and (B) Does not include: (i) An individual; (ii) A trust with a predominantly donative purpose or a charitable trust; (iii) An association or relationship that is not an entity listed in subdivision (6XA) and is not a partnership under S 611-2Q2 or a similar provision of the governing jurisdiction; (iv) A decedent's estate; or (v) A government or a governmental subdivision, agency, or instrumentality;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089",
      "source_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The statement-of-conversion fee falls under the § 61-3-1205(a)(24) catch-all filing-fee locator.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 61-3-1205(a)(24)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any other document required or permitted to be filed by this chapter - $20.00;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089",
      "source_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Tennessee LP approves a written plan of conversion and files a signed statement of conversion with any required organic record attachment.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 61-3-1111(a); § 61-3-1114",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic limited partnership may convert to a different type of entity under this section and $$ 61-3-1112 - 61-3-1115 by approving a plan of conversion. The plan must be in a record and contain: (1) The name of the converting limited partnership; (2) The name, jurisdiction of formation, and type of entity of the converted entity; (3) The manner of converting the interests in the converting limited partnership into interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing; (4) The proposed public organic record of the converted entity if it will be a filing entity; (5) The private organic rules of the converted entity that are proposed to be in a record when the conversion is effective; (6) Any other terms and conditions of the conversion not otheruvise set forth in the private organic rules of the converting limited partnership or the law of this state; and (7) Any other provision required by the law of this state or the partnership agreement of the converting limited partnership. […] (a) A statement of conversion must be signed by the converting entity and delivered to the secretary of state for filing. (b) A statement of conversion must contain: (1) The name, jurisdiction of formation, and type of entity of the converting entity; (2) The name, jurisdiction of formation, and type of entity of the converted entity; (3) lf the converting entity is a domestic limited partnership, a statement that the plan of conversion was approved in accordance with SS 613-1112 - 61-3-1115 or, if the converting entity is a foreign entity, a statement that the conversion was approved by the foreign entity in accordance with the law of its jurisdiction of formation; (4) lf the converted entity is a domestic filing entity, its public organic record, as an attachment; and (5) lf the converted entity is a domestic limited liability partnership, its application for registration, as an attachment. (c) ln addition to the requirements of subsection (b), a statement of conversion may contain any other provision not prohibited by law. (d) lf the converted entity is a domestic entity, its public organic record, if any, must satisfy the requirements of the law of this state, except that the public organic record does not need to be signed. (e) lf the converted entity is a domestic limited partnership, the conversion becomes effective when the statement of conversion is effective. ln all other cases, the conversion becomes effective on the later of: (1) The date and time provided by the organic law of the converted entity; and (2) When the statement is effective.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089",
      "source_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Both foreign outbound and inbound conversions require authorization under the foreign entity's jurisdiction-of-formation law.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 61-3-1110(a)(2), (b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) By complying with SS 61-3-1111 - 61-3-1115, a domestic limited partnership may become: (1) A domestic entity that is a different type of entity; or (2) A foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation. […] (b) By complying with the provisions of $$ 61-3-1111 - 61-3-1115 applicable to foreign entities, a foreign entity may become a domestic limited partnership if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089",
      "source_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The LP Act uses conversion for the inbound same-form move expressly reached by the foreign-entity authorization.",
      "fetch_event_id": null,
      "pinpoint": "Tenn. Code Ann. § 61-3-1101(a)(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Conversion\" means a transaction authorized by SS 61-3-1 1 10 - 613-1115;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089",
      "source_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TN.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The complete LP merger-and-conversion part states no tax-clearance, tax-payment, or good-standing condition for conversion.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TN/snapshots/c50/TN/bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "bbe975df31f8f4be8d7c2c50a771bd179ead9d9e32d57e35dc6788b720f22089",
      "source_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §§10.101(b), 10.102(b); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C",
          "quote": "Sec. 10.101. CONVERSION OF DOMESTIC ENTITIES. […] (b) To effect a conversion, the converting entity must act on and the owners or members of the domestic entity must approve a plan of conversion in the manner prescribed by this code for the approval of conversions by the domestic entity or, if not prescribed by this code, in the same manner as prescribed by this code for the adoption and approval of a plan of merger by the domestic entity when the domestic entity does not survive the merger. […] Sec. 10.102. CONVERSION OF NON-CODE ORGANIZATIONS. […] (b) To effect a conversion, the non-code organization must take any action that may be required for a conversion under the laws of the organization's jurisdiction of formation and the organization's governing documents.",
          "role": "general approval rule for conversions (Chapter 10)",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
          "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The board approves the plan of conversion and submits it to shareholders, whose approval needs two-thirds of outstanding shares entitled to vote, or a certificate-set portion not below a majority (BOC §§21.453, 21.457, 21.365).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §§21.453, 21.457, 21.458(a), 21.365(a), 21.954; tcss.legis.texas.gov BO.21.htm (Business Organizations Code Chapter 21), Subchapter J, headings 'Sec. 21.453. APPROVAL OF CONVERSION.' and 'Sec. 21.457.'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 21.453. APPROVAL OF CONVERSION. (a) A corporation must approve a conversion under Chapter 10 by complying with this section. (b) The board of directors of the corporation shall adopt a resolution that approves the plan of conversion and: (1) recommends that the plan of conversion be approved by the shareholders of the corporation; or (2) directs that the plan of conversion be submitted to the shareholders for approval without recommendation if the board of directors determines for any reason not to recommend approval of the plan of conversion. (c) The plan of conversion shall be submitted to the shareholders of the corporation for approval as provided by this subchapter. The board of directors may place conditions on the submission of the plan of conversion to the shareholders. […] (e) Except as provided by Section 21.457, the shareholders of the corporation shall approve the plan of conversion as provided by this subchapter. […] Sec. 21.457. GENERAL VOTE REQUIREMENT FOR APPROVAL OF FUNDAMENTAL BUSINESS TRANSACTION. (a) Except as provided by this code or the certificate of formation of a corporation in accordance with Section 21.365, the affirmative vote of the holders of at least two-thirds of the outstanding shares of the corporation entitled to vote on a fundamental business transaction is required to approve the transaction.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter21-corporations.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "effd07283aeabe85e2b8a678b9aa4ff8829354aa61b7e84653cad17c9e9c180b",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.21.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: a corporation is a filing entity / domestic entity governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §21.453(a); tcss.legis.texas.gov BO.21.htm (Business Organizations Code Chapter 21), Subchapter J, Sec. 21.453",
          "quote": "Sec. 21.453. APPROVAL OF CONVERSION. (a) A corporation must approve a conversion under Chapter 10 by complying with this section.",
          "role": "entity_scope: the for-profit corporation act applies Chapter 10 conversions to corporations",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter21-corporations.html",
          "source_sha256": "effd07283aeabe85e2b8a678b9aa4ff8829354aa61b7e84653cad17c9e9c180b",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.21.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "On conversion the entity continues without interruption in the new form; property stays owned without any transfer, liabilities continue, and pending proceedings continue without substituting a party (BOC §10.106).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §10.106(1)-(8); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C, heading 'Sec. 10.106. GENERAL EFFECT OF CONVERSION.'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.106. GENERAL EFFECT OF CONVERSION. When a conversion takes effect: (1) the converting entity continues to exist without interruption in the organizational form of the converted entity rather than in the organizational form of the converting entity; (2) all rights, title, and interests to all property owned by the converting entity continues to be owned, subject to any existing liens or other encumbrances on the property, by the converted entity in the new organizational form without: (A) reversion or impairment; (B) further act or deed; or (C) any transfer or assignment having occurred; (3) all liabilities and obligations of the converting entity continue to be liabilities and obligations of the converted entity in the new organizational form without impairment or diminution because of the conversion; (4) the rights of creditors or other parties with respect to or against the previous owners or members of the converting entity in their capacities as owners or members in existence when the conversion takes effect continue to exist as to those liabilities and obligations and may be enforced by the creditors and obligees as if a conversion had not occurred; (5) a proceeding pending by or against the converting entity or by or against any of the converting entity's owners or members in their capacities as owners or members may be continued by or against the converted entity in the new organizational form and by or against the previous owners or members without a need for substituting a party; (6) the ownership or membership interests of the converting entity that are to be converted into ownership or membership interests of the converted entity as provided in the plan of conversion are converted as provided by the plan, and if the converting entity is a domestic entity, the former owners or members of the domestic entity are entitled only to the rights provided in the plan of conversion or a right of dissent and appraisal under this code; (7) if, after the conversion takes effect, an owner or member of the converted entity as an owner or member is liable for the liabilities or obligations of the converted entity, the owner or member is liable for the liabilities and obligations of the converting entity that existed before the conversion took effect only to the extent that the owner or member: (A) agrees in writing to be liable for the liabilities or obligations; (B) was liable, before the conversion took effect, for the liabilities or obligations; or (C) by becoming an owner or member of the converted entity, becomes liable under other applicable law for the existing liabilities and obligations of the converted entity; and (8) if the converted entity is a non-code organization, the converted entity is considered to have: (A) appointed the secretary of state in this state as its agent for service of process in a proceeding to enforce any obligation or the rights of dissenting owners or members of the converting domestic entity; and (B) agreed that the converted entity will promptly pay the dissenting owners or members of the converting domestic entity the amount, if any, to which they are entitled under this code.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
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      "source_class": "S1",
      "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.corp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: a corporation is a filing entity / domestic entity governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §21.453(a); tcss.legis.texas.gov BO.21.htm (Business Organizations Code Chapter 21), Subchapter J, Sec. 21.453",
          "quote": "Sec. 21.453. APPROVAL OF CONVERSION. (a) A corporation must approve a conversion under Chapter 10 by complying with this section.",
          "role": "entity_scope: the for-profit corporation act applies Chapter 10 conversions to corporations",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter21-corporations.html",
          "source_sha256": "effd07283aeabe85e2b8a678b9aa4ff8829354aa61b7e84653cad17c9e9c180b",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.21.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §21.954(c)(2), (e); tcss.legis.texas.gov BO.21.htm (Business Organizations Code Chapter 21), Subchapter S, Sec. 21.954",
          "quote": "Sec. 21.954. CERTAIN AMENDMENTS, MERGERS, EXCHANGES, AND CONVERSIONS; VOTER APPROVAL REQUIRED. […] (c) A domestic entity that is not a domestic for-profit corporation may not, without the approval of the owners of two-thirds of the outstanding ownership interests of the entity entitled to vote on the matter: […] (2) convert into a domestic or foreign public benefit corporation or similar entity. […] (e) Notwithstanding any other provision of this section, a nonprofit corporation or nonprofit association may not: (1) with respect to a merger governed by this section, be a party to the merger; or (2) convert into a public benefit corporation.",
          "role": "conditions on conversions into a public benefit corporation (corporation act)",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter21-corporations.html",
          "source_sha256": "effd07283aeabe85e2b8a678b9aa4ff8829354aa61b7e84653cad17c9e9c180b",
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      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic entity of a different type, or a non-code organization whose own law or governing documents permit it, may convert into a Texas corporation; a nonprofit corporation or association may not convert into a for-profit entity.",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §§10.101(a), 10.102(a)-(c), 10.108; tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C, headings 'Sec. 10.101.', 'Sec. 10.102. CONVERSION OF NON-CODE ORGANIZATIONS.', 'Sec. 10.108.'",
      "public_reason": null,
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      "quote": "(a) A domestic entity may convert into a different type of domestic entity or a non-code organization by adopting a plan of conversion. […] (a) A non-code organization may convert into a domestic entity by adopting a plan of conversion as provided by this section.",
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      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
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    "structuring:pp-conversion-domestication#TX.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: a corporation is a filing entity / domestic entity governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §21.453(a); tcss.legis.texas.gov BO.21.htm (Business Organizations Code Chapter 21), Subchapter J, Sec. 21.453",
          "quote": "Sec. 21.453. APPROVAL OF CONVERSION. (a) A corporation must approve a conversion under Chapter 10 by complying with this section.",
          "role": "entity_scope: the for-profit corporation act applies Chapter 10 conversions to corporations",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter21-corporations.html",
          "source_sha256": "effd07283aeabe85e2b8a678b9aa4ff8829354aa61b7e84653cad17c9e9c180b",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.21.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §§21.453(a), 21.457(a); tcss.legis.texas.gov BO.21.htm (Business Organizations Code Chapter 21), Subchapter J",
          "quote": "Sec. 21.453. APPROVAL OF CONVERSION. (a) A corporation must approve a conversion under Chapter 10 by complying with this section. […] Sec. 21.457. GENERAL VOTE REQUIREMENT FOR APPROVAL OF FUNDAMENTAL BUSINESS TRANSACTION. (a) Except as provided by this code or the certificate of formation of a corporation in accordance with Section 21.365, the affirmative vote of the holders of at least two-thirds of the outstanding shares of the corporation entitled to vote on a fundamental business transaction is required to approve the transaction.",
          "role": "approval of the converting corporation (manner prescribed by this code, §10.101(b))",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter21-corporations.html",
          "source_sha256": "effd07283aeabe85e2b8a678b9aa4ff8829354aa61b7e84653cad17c9e9c180b",
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      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Texas for-profit corporation may convert into a different type of domestic entity or a non-code organization by plan of conversion, subject to the converted entity's governing law and owner-consent limits (BOC §10.101).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §10.101(a)-(d), (f); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C, heading 'Sec. 10.101. CONVERSION OF DOMESTIC ENTITIES.'",
      "public_reason": null,
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      "quote": "(a) A domestic entity may convert into a different type of domestic entity or a non-code organization by adopting a plan of conversion.",
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    "structuring:pp-conversion-domestication#TX.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(10)(E); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(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.",
          "role": "definition: conversion includes continuance of a foreign entity as a domestic entity of the same type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: a corporation is a filing entity / domestic entity governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
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          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §21.453(a); tcss.legis.texas.gov BO.21.htm (Business Organizations Code Chapter 21), Subchapter J, Sec. 21.453",
          "quote": "Sec. 21.453. APPROVAL OF CONVERSION. (a) A corporation must approve a conversion under Chapter 10 by complying with this section.",
          "role": "entity_scope: the for-profit corporation act applies Chapter 10 conversions to corporations",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter21-corporations.html",
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          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.21.htm"
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      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign corporation may become a Texas corporation by converting as a non-code organization under BOC §10.102, a continuance its home law may treat as a domestication, continuance or transfer, if its own law or documents permit it.",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §10.102(a)-(c); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C, heading 'Sec. 10.102. CONVERSION OF NON-CODE ORGANIZATIONS.'; §1.002(10)(E) (BO.1.htm)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A non-code organization may convert into a domestic entity by adopting a plan of conversion as provided by this section.",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
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      "table": "structuring"
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    "structuring:pp-conversion-domestication#TX.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(10)(D); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(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",
          "role": "definition: conversion includes continuance of a domestic entity as a foreign entity of the same type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: a corporation is a filing entity / domestic entity governed by Chapter 10",
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          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
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        {
          "pinpoint": "Tex. Bus. Orgs. Code §21.453(a); tcss.legis.texas.gov BO.21.htm (Business Organizations Code Chapter 21), Subchapter J, Sec. 21.453",
          "quote": "Sec. 21.453. APPROVAL OF CONVERSION. (a) A corporation must approve a conversion under Chapter 10 by complying with this section.",
          "role": "entity_scope: the for-profit corporation act applies Chapter 10 conversions to corporations",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter21-corporations.html",
          "source_sha256": "effd07283aeabe85e2b8a678b9aa4ff8829354aa61b7e84653cad17c9e9c180b",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.21.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §§21.453(a), 21.457(a); tcss.legis.texas.gov BO.21.htm (Business Organizations Code Chapter 21), Subchapter J",
          "quote": "Sec. 21.453. APPROVAL OF CONVERSION. (a) A corporation must approve a conversion under Chapter 10 by complying with this section. […] Sec. 21.457. GENERAL VOTE REQUIREMENT FOR APPROVAL OF FUNDAMENTAL BUSINESS TRANSACTION. (a) Except as provided by this code or the certificate of formation of a corporation in accordance with Section 21.365, the affirmative vote of the holders of at least two-thirds of the outstanding shares of the corporation entitled to vote on a fundamental business transaction is required to approve the transaction.",
          "role": "approval of the converting corporation (manner prescribed by this code, §10.101(b))",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter21-corporations.html",
          "source_sha256": "effd07283aeabe85e2b8a678b9aa4ff8829354aa61b7e84653cad17c9e9c180b",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.21.htm"
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      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Texas corporation may continue as a foreign corporation by converting into a non-code organization under BOC §10.101; it may not take effect if prohibited by or inconsistent with the law of the new jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §10.101(a)-(d), (f); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C, heading 'Sec. 10.101. CONVERSION OF DOMESTIC ENTITIES.'; §1.002(10)(D) (BO.1.htm)",
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      "quote": "(a) A domestic entity may convert into a different type of domestic entity or a non-code organization by adopting a plan of conversion.",
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      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
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    "structuring:pp-conversion-domestication#TX.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(18), (56), (62); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(18) \"Domestic entity\" means an organization formed under or the internal affairs of which are governed by this code. […] (56) \"Non-code organization\" means an organization other than a domestic entity. […] (62) \"Organization\" means a corporation, limited or general partnership, limited liability company, business trust, real estate investment trust, joint venture, joint stock company, cooperative, association, bank, insurance company, credit union, savings and loan association, or other organization, regardless of whether the organization is for-profit, nonprofit, domestic, or foreign.",
          "role": "definitions of 'domestic entity', 'non-code organization' and 'organization'",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: a corporation is a filing entity / domestic entity governed by Chapter 10",
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          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
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        {
          "pinpoint": "Tex. Bus. Orgs. Code §21.453(a); tcss.legis.texas.gov BO.21.htm (Business Organizations Code Chapter 21), Subchapter J, Sec. 21.453",
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          "role": "entity_scope: the for-profit corporation act applies Chapter 10 conversions to corporations",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter21-corporations.html",
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          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.21.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §21.954(e); tcss.legis.texas.gov BO.21.htm (Business Organizations Code Chapter 21), Subchapter S, Sec. 21.954",
          "quote": "(e) Notwithstanding any other provision of this section, a nonprofit corporation or nonprofit association may not: (1) with respect to a merger governed by this section, be a party to the merger; or (2) convert into a public benefit corporation.",
          "role": "source-type limit for conversions into a public benefit corporation",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter21-corporations.html",
          "source_sha256": "effd07283aeabe85e2b8a678b9aa4ff8829354aa61b7e84653cad17c9e9c180b",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.21.htm"
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      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Texas corporation may result from conversion of a domestic entity of another type or a non-code organization (an organization other than a domestic entity); a nonprofit corporation or association may not convert into a for-profit entity.",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §§10.101(a), 10.102(a), 10.108; tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic entity may convert into a different type of domestic entity or a non-code organization by adopting a plan of conversion. […] (a) A non-code organization may convert into a domestic entity by adopting a plan of conversion as provided by this section.",
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      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(18), (56), (62); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(18) \"Domestic entity\" means an organization formed under or the internal affairs of which are governed by this code. […] (56) \"Non-code organization\" means an organization other than a domestic entity. […] (62) \"Organization\" means a corporation, limited or general partnership, limited liability company, business trust, real estate investment trust, joint venture, joint stock company, cooperative, association, bank, insurance company, credit union, savings and loan association, or other organization, regardless of whether the organization is for-profit, nonprofit, domestic, or foreign.",
          "role": "definitions of 'domestic entity', 'non-code organization' and 'organization'",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: a corporation is a filing entity / domestic entity governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §21.453(a); tcss.legis.texas.gov BO.21.htm (Business Organizations Code Chapter 21), Subchapter J, Sec. 21.453",
          "quote": "Sec. 21.453. APPROVAL OF CONVERSION. (a) A corporation must approve a conversion under Chapter 10 by complying with this section.",
          "role": "entity_scope: the for-profit corporation act applies Chapter 10 conversions to corporations",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter21-corporations.html",
          "source_sha256": "effd07283aeabe85e2b8a678b9aa4ff8829354aa61b7e84653cad17c9e9c180b",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.21.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Texas corporation may convert into a different type of domestic entity or into a non-code organization, defined as any organization other than a domestic entity (BOC §§10.101(a), 1.002(56)).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §10.101(a); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C, heading 'Sec. 10.101. CONVERSION OF DOMESTIC ENTITIES.'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic entity may convert into a different type of domestic entity or a non-code organization by adopting a plan of conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.corp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "Texas SOS Form 806 (Revised 09/26) fee schedule, PDF p. 2, section \"Amendment, Merger & Conversion\"",
          "quote": "Certificate of conversion (except nonprofit corporation or cooperative association) (Forms 631, 632, 633, 634, 635, 636, 637, 638, 641, 642, 643, 644) […] * Fees must include filing fee for the formation of any Texas filing entity created by the transaction.",
          "role": "official fee schedule (agency)",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-sos-form-806-fee-schedule.pdf",
          "source_sha256": "16a36e0ce0b7ba7f0b5ac0829e68f0d9bf50d22d83ef4a124caed04270c2a0b6",
          "source_url": "https://www.sos.state.tx.us/corp/forms/806_boc.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The certificate-of-conversion filing fee is set by BOC §4.151(5), together with the converted entity's certificate-of-formation fee; the Secretary of State lists it on its Form 806 fee schedule.",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §4.151(5); tcss.legis.texas.gov BO.4.htm (Business Organizations Code Chapter 4), Subchapter D. FILING FEES, heading 'Sec. 4.151. FILING FEES: ALL ENTITIES.'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 4.151. FILING FEES: ALL ENTITIES. The secretary of state shall impose the following fees: […] (5) for filing a certificate of merger or conversion, other than a filing on behalf of a nonprofit corporation, $300 plus, with respect to a merger, any fee imposed for filing a certificate of formation for each newly created filing entity or, with respect to a conversion, the fee imposed for filing a certificate of formation for the converted entity;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/TX/snapshots/tx-boc-ch4-filings-effective-date.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fd17a7d06e5ee5503ce7c841fe396a6da90e3ee1fe12bf312e9257b02f6c9bea",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.4.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: a corporation is a filing entity / domestic entity governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §21.453(a); tcss.legis.texas.gov BO.21.htm (Business Organizations Code Chapter 21), Subchapter J, Sec. 21.453",
          "quote": "Sec. 21.453. APPROVAL OF CONVERSION. (a) A corporation must approve a conversion under Chapter 10 by complying with this section.",
          "role": "entity_scope: the for-profit corporation act applies Chapter 10 conversions to corporations",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter21-corporations.html",
          "source_sha256": "effd07283aeabe85e2b8a678b9aa4ff8829354aa61b7e84653cad17c9e9c180b",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.21.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A written plan of conversion is adopted and a certificate of conversion, with the certificate of formation of any converted filing entity, is filed with the Secretary of State, or a county clerk for a REIT (BOC §§10.103, 10.154, 10.155).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §§10.154(a)-(c), 10.155(a); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter D, headings 'Sec. 10.154. CERTIFICATE OF CONVERSION.' and 'Sec. 10.155. FILING OF CERTIFICATE OF CONVERSION.'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A certificate of conversion must be filed for the conversion to become effective if: (1) any domestic entity that is a party to the conversion is a filing entity; or (2) any domestic entity to be created under the plan of conversion is a filing entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: a corporation is a filing entity / domestic entity governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §21.453(a); tcss.legis.texas.gov BO.21.htm (Business Organizations Code Chapter 21), Subchapter J, Sec. 21.453",
          "quote": "Sec. 21.453. APPROVAL OF CONVERSION. (a) A corporation must approve a conversion under Chapter 10 by complying with this section.",
          "role": "entity_scope: the for-profit corporation act applies Chapter 10 conversions to corporations",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter21-corporations.html",
          "source_sha256": "effd07283aeabe85e2b8a678b9aa4ff8829354aa61b7e84653cad17c9e9c180b",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.21.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A conversion may not take effect if prohibited by or inconsistent with the converted entity's governing law, and a non-code organization's conversion must be permitted by its own law or governing documents (BOC §§10.101(d), 10.102(c)).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §§10.101(d), 10.102(b)-(c), 10.1025(b)(2); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(d) A conversion may not take effect if the conversion is prohibited by or inconsistent with the laws of the converted entity's jurisdiction of formation, and the formation, incorporation, or organization of the converted entity under the plan of conversion must be effected in compliance with those laws pursuant to the plan of conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.corp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §§10.1025, 10.154(c); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), headings 'Sec. 10.1025. CONVERSION AND CONTINUANCE.' and 'Sec. 10.154. CERTIFICATE OF CONVERSION.'",
          "quote": "Sec. 10.1025. CONVERSION AND CONTINUANCE. […] (c) In addition to complying with the requirements of Subsections (a) and (b), if Sections 10.1025 and 10.109 apply to the conversion, the certificate of conversion required by this section must: (1) be titled \"Certificate of Conversion and Continuance\"; and (2) include a statement certifying that the converting entity is electing to continue its existence in its current organizational form and jurisdiction of formation.",
          "role": "statutory use of 'conversion and continuance' and 'Certificate of Conversion and Continuance'",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
          "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Texas uses 'conversion', defined to include a continuance another jurisdiction may treat as a domestication, continuance or transfer, and 'conversion and continuance' for non-U.S. moves (BOC §§1.002(10), 10.1025).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §1.002(10)(A)-(E); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(10) \"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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.corp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: a corporation is a filing entity / domestic entity governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §21.453(a); tcss.legis.texas.gov BO.21.htm (Business Organizations Code Chapter 21), Subchapter J, Sec. 21.453",
          "quote": "Sec. 21.453. APPROVAL OF CONVERSION. (a) A corporation must approve a conversion under Chapter 10 by complying with this section.",
          "role": "entity_scope: the for-profit corporation act applies Chapter 10 conversions to corporations",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter21-corporations.html",
          "source_sha256": "effd07283aeabe85e2b8a678b9aa4ff8829354aa61b7e84653cad17c9e9c180b",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.21.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A certificate of conversion may not be accepted if required franchise taxes are unpaid or it does not provide that the converted entity is liable for them (BOC §10.156(2)); not applied to a continuance election (§10.1025(c)).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §10.156; §10.1025(c); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter D, heading 'Sec. 10.156. ACCEPTANCE OF CERTIFICATE FOR FILING.'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) the required franchise taxes have not been paid or the certificate of merger, exchange, or conversion does not provide that one or more of the surviving, new, or acquiring organizations or the converted entity is liable for the payment of the required franchise taxes.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §§10.101(b), 10.102(b); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C",
          "quote": "Sec. 10.101. CONVERSION OF DOMESTIC ENTITIES. […] (b) To effect a conversion, the converting entity must act on and the owners or members of the domestic entity must approve a plan of conversion in the manner prescribed by this code for the approval of conversions by the domestic entity or, if not prescribed by this code, in the same manner as prescribed by this code for the adoption and approval of a plan of merger by the domestic entity when the domestic entity does not survive the merger. […] Sec. 10.102. CONVERSION OF NON-CODE ORGANIZATIONS. […] (b) To effect a conversion, the non-code organization must take any action that may be required for a conversion under the laws of the organization's jurisdiction of formation and the organization's governing documents.",
          "role": "general approval rule for conversions (Chapter 10)",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
          "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(32); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(32) \"Fundamental business transaction\" means a merger, interest exchange, conversion, or sale of all or substantially all of an entity's assets.",
          "role": "definition: 'fundamental business transaction' includes a conversion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §101.054(a)(6); tcss.legis.texas.gov BO.101.htm (Business Organizations Code Chapter 101), Sec. 101.054",
          "quote": "Sec. 101.054. WAIVER OR MODIFICATION OF CERTAIN STATUTORY PROVISIONS PROHIBITED; EXCEPTIONS. (a) Except as provided by this section, the following provisions may not be waived or modified in the company agreement of a limited liability company: […] (6) Chapter 4, 5, 10, 11, or 12.",
          "role": "entity_scope: the LLC act applies Chapter 10 to LLCs as a non-waivable provision",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter101-llc.html",
          "source_sha256": "e009a395de52e557f5d2c4d9a8a417ae0abc1b10d20312bbbb7a3ab75813ca01",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.101.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A conversion is approved as the BOC prescribes; for an LLC a fundamental business transaction, which includes a conversion, needs the affirmative vote of a majority of all members (BOC §§10.101(b), 101.356(c), 1.002(32)).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §101.356(c), (e); tcss.legis.texas.gov BO.101.htm (Business Organizations Code Chapter 101), Subchapter H, heading 'Sec. 101.356. VOTES REQUIRED TO APPROVE CERTAIN ACTIONS.'; §101.052(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) Except as provided by Subsection (d) or (e) or any other section in this title, a fundamental business transaction of a limited liability company, or an action that would make it impossible for a limited liability company to carry out the ordinary business of the company, must be approved by the affirmative vote of the majority of all of the company's members.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter101-llc.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e009a395de52e557f5d2c4d9a8a417ae0abc1b10d20312bbbb7a3ab75813ca01",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.101.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: an LLC is a filing entity / domestic entity governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §101.054(a)(6); tcss.legis.texas.gov BO.101.htm (Business Organizations Code Chapter 101), Sec. 101.054",
          "quote": "Sec. 101.054. WAIVER OR MODIFICATION OF CERTAIN STATUTORY PROVISIONS PROHIBITED; EXCEPTIONS. (a) Except as provided by this section, the following provisions may not be waived or modified in the company agreement of a limited liability company: […] (6) Chapter 4, 5, 10, 11, or 12.",
          "role": "entity_scope: the LLC act applies Chapter 10 to LLCs as a non-waivable provision",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter101-llc.html",
          "source_sha256": "e009a395de52e557f5d2c4d9a8a417ae0abc1b10d20312bbbb7a3ab75813ca01",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.101.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "On conversion the entity continues without interruption in the new form; property stays owned without any transfer, liabilities continue, and pending proceedings continue without substituting a party (BOC §10.106).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §10.106(1)-(8); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C, heading 'Sec. 10.106. GENERAL EFFECT OF CONVERSION.'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.106. GENERAL EFFECT OF CONVERSION. When a conversion takes effect: (1) the converting entity continues to exist without interruption in the organizational form of the converted entity rather than in the organizational form of the converting entity; (2) all rights, title, and interests to all property owned by the converting entity continues to be owned, subject to any existing liens or other encumbrances on the property, by the converted entity in the new organizational form without: (A) reversion or impairment; (B) further act or deed; or (C) any transfer or assignment having occurred; (3) all liabilities and obligations of the converting entity continue to be liabilities and obligations of the converted entity in the new organizational form without impairment or diminution because of the conversion; (4) the rights of creditors or other parties with respect to or against the previous owners or members of the converting entity in their capacities as owners or members in existence when the conversion takes effect continue to exist as to those liabilities and obligations and may be enforced by the creditors and obligees as if a conversion had not occurred; (5) a proceeding pending by or against the converting entity or by or against any of the converting entity's owners or members in their capacities as owners or members may be continued by or against the converted entity in the new organizational form and by or against the previous owners or members without a need for substituting a party; (6) the ownership or membership interests of the converting entity that are to be converted into ownership or membership interests of the converted entity as provided in the plan of conversion are converted as provided by the plan, and if the converting entity is a domestic entity, the former owners or members of the domestic entity are entitled only to the rights provided in the plan of conversion or a right of dissent and appraisal under this code; (7) if, after the conversion takes effect, an owner or member of the converted entity as an owner or member is liable for the liabilities or obligations of the converted entity, the owner or member is liable for the liabilities and obligations of the converting entity that existed before the conversion took effect only to the extent that the owner or member: (A) agrees in writing to be liable for the liabilities or obligations; (B) was liable, before the conversion took effect, for the liabilities or obligations; or (C) by becoming an owner or member of the converted entity, becomes liable under other applicable law for the existing liabilities and obligations of the converted entity; and (8) if the converted entity is a non-code organization, the converted entity is considered to have: (A) appointed the secretary of state in this state as its agent for service of process in a proceeding to enforce any obligation or the rights of dissenting owners or members of the converting domestic entity; and (B) agreed that the converted entity will promptly pay the dissenting owners or members of the converting domestic entity the amount, if any, to which they are entitled under this code.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.llc.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: an LLC is a filing entity / domestic entity governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §101.054(a)(6); tcss.legis.texas.gov BO.101.htm (Business Organizations Code Chapter 101), Sec. 101.054",
          "quote": "Sec. 101.054. WAIVER OR MODIFICATION OF CERTAIN STATUTORY PROVISIONS PROHIBITED; EXCEPTIONS. (a) Except as provided by this section, the following provisions may not be waived or modified in the company agreement of a limited liability company: […] (6) Chapter 4, 5, 10, 11, or 12.",
          "role": "entity_scope: the LLC act applies Chapter 10 to LLCs as a non-waivable provision",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter101-llc.html",
          "source_sha256": "e009a395de52e557f5d2c4d9a8a417ae0abc1b10d20312bbbb7a3ab75813ca01",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.101.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §21.954(d)(2); tcss.legis.texas.gov BO.21.htm (Business Organizations Code Chapter 21), Subchapter S, Sec. 21.954",
          "quote": "Sec. 21.954. CERTAIN AMENDMENTS, MERGERS, EXCHANGES, AND CONVERSIONS; VOTER APPROVAL REQUIRED. […] (d) Notwithstanding any other provision of this chapter, a public benefit corporation may not, without the approval of two-thirds of the outstanding shares of the corporation entitled to vote on the matter, which must be a vote by class or series of shares if otherwise required by Section 21.364, 21.457, or 21.458: […] (2) convert into a domestic or foreign entity: (A) that is not a public benefit corporation or similar entity; and (B) that does not contain in its certificate of formation or similar governing document provisions identical to the provisions in the certificate of formation of the public benefit corporation containing the public benefit or benefits specified under Section 3.007(e) or imposing requirements under Section 21.957(c); or",
          "role": "two-thirds share vote for a public benefit corporation converting into an entity that is not one",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter21-corporations.html",
          "source_sha256": "effd07283aeabe85e2b8a678b9aa4ff8829354aa61b7e84653cad17c9e9c180b",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.21.htm"
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      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic entity of a different type, or a non-code organization whose own law or governing documents permit it, may convert into a Texas LLC; a nonprofit corporation or association may not convert into a for-profit entity.",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §§10.101(a), 10.102(a)-(c), 10.108; tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C, headings 'Sec. 10.101.', 'Sec. 10.102. CONVERSION OF NON-CODE ORGANIZATIONS.', 'Sec. 10.108.'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic entity may convert into a different type of domestic entity or a non-code organization by adopting a plan of conversion. […] (a) A non-code organization may convert into a domestic entity by adopting a plan of conversion as provided by this section.",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
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      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.llc.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: an LLC is a filing entity / domestic entity governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §101.054(a)(6); tcss.legis.texas.gov BO.101.htm (Business Organizations Code Chapter 101), Sec. 101.054",
          "quote": "Sec. 101.054. WAIVER OR MODIFICATION OF CERTAIN STATUTORY PROVISIONS PROHIBITED; EXCEPTIONS. (a) Except as provided by this section, the following provisions may not be waived or modified in the company agreement of a limited liability company: […] (6) Chapter 4, 5, 10, 11, or 12.",
          "role": "entity_scope: the LLC act applies Chapter 10 to LLCs as a non-waivable provision",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter101-llc.html",
          "source_sha256": "e009a395de52e557f5d2c4d9a8a417ae0abc1b10d20312bbbb7a3ab75813ca01",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.101.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §101.356(c); tcss.legis.texas.gov BO.101.htm (Business Organizations Code Chapter 101), Subchapter H, Sec. 101.356",
          "quote": "Sec. 101.356. VOTES REQUIRED TO APPROVE CERTAIN ACTIONS. […] (c) Except as provided by Subsection (d) or (e) or any other section in this title, a fundamental business transaction of a limited liability company, or an action that would make it impossible for a limited liability company to carry out the ordinary business of the company, must be approved by the affirmative vote of the majority of all of the company's members.",
          "role": "approval vote of the converting LLC (manner prescribed by this code, §10.101(b))",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter101-llc.html",
          "source_sha256": "e009a395de52e557f5d2c4d9a8a417ae0abc1b10d20312bbbb7a3ab75813ca01",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.101.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §21.954(c)(2); tcss.legis.texas.gov BO.21.htm (Business Organizations Code Chapter 21), Subchapter S, Sec. 21.954",
          "quote": "Sec. 21.954. CERTAIN AMENDMENTS, MERGERS, EXCHANGES, AND CONVERSIONS; VOTER APPROVAL REQUIRED. […] (c) A domestic entity that is not a domestic for-profit corporation may not, without the approval of the owners of two-thirds of the outstanding ownership interests of the entity entitled to vote on the matter: […] (2) convert into a domestic or foreign public benefit corporation or similar entity.",
          "role": "two-thirds owner vote for a domestic entity other than a for-profit corporation converting into a public benefit corporation",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter21-corporations.html",
          "source_sha256": "effd07283aeabe85e2b8a678b9aa4ff8829354aa61b7e84653cad17c9e9c180b",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.21.htm"
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      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Texas LLC may convert into a different type of domestic entity or a non-code organization by plan of conversion, subject to the converted entity's governing law and owner-consent limits (BOC §10.101).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §10.101(a)-(d), (f); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C, heading 'Sec. 10.101. CONVERSION OF DOMESTIC ENTITIES.'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic entity may convert into a different type of domestic entity or a non-code organization by adopting a plan of conversion.",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
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      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#TX.llc.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(10)(E); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(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.",
          "role": "definition: conversion includes continuance of a foreign entity as a domestic entity of the same type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: an LLC is a filing entity / domestic entity governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §101.054(a)(6); tcss.legis.texas.gov BO.101.htm (Business Organizations Code Chapter 101), Sec. 101.054",
          "quote": "Sec. 101.054. WAIVER OR MODIFICATION OF CERTAIN STATUTORY PROVISIONS PROHIBITED; EXCEPTIONS. (a) Except as provided by this section, the following provisions may not be waived or modified in the company agreement of a limited liability company: […] (6) Chapter 4, 5, 10, 11, or 12.",
          "role": "entity_scope: the LLC act applies Chapter 10 to LLCs as a non-waivable provision",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter101-llc.html",
          "source_sha256": "e009a395de52e557f5d2c4d9a8a417ae0abc1b10d20312bbbb7a3ab75813ca01",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.101.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign LLC may become a Texas LLC by converting as a non-code organization under BOC §10.102, a continuance its home law may treat as a domestication, continuance or transfer, if its own law or governing documents permit it.",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §10.102(a)-(c); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C, heading 'Sec. 10.102. CONVERSION OF NON-CODE ORGANIZATIONS.'; §1.002(10)(E) (BO.1.htm)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A non-code organization may convert into a domestic entity by adopting a plan of conversion as provided by this section.",
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      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
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    },
    "structuring:pp-conversion-domestication#TX.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(10)(D); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(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",
          "role": "definition: conversion includes continuance of a domestic entity as a foreign entity of the same type",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: an LLC is a filing entity / domestic entity governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §101.054(a)(6); tcss.legis.texas.gov BO.101.htm (Business Organizations Code Chapter 101), Sec. 101.054",
          "quote": "Sec. 101.054. WAIVER OR MODIFICATION OF CERTAIN STATUTORY PROVISIONS PROHIBITED; EXCEPTIONS. (a) Except as provided by this section, the following provisions may not be waived or modified in the company agreement of a limited liability company: […] (6) Chapter 4, 5, 10, 11, or 12.",
          "role": "entity_scope: the LLC act applies Chapter 10 to LLCs as a non-waivable provision",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter101-llc.html",
          "source_sha256": "e009a395de52e557f5d2c4d9a8a417ae0abc1b10d20312bbbb7a3ab75813ca01",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.101.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §101.356(c); tcss.legis.texas.gov BO.101.htm (Business Organizations Code Chapter 101), Subchapter H, Sec. 101.356",
          "quote": "Sec. 101.356. VOTES REQUIRED TO APPROVE CERTAIN ACTIONS. […] (c) Except as provided by Subsection (d) or (e) or any other section in this title, a fundamental business transaction of a limited liability company, or an action that would make it impossible for a limited liability company to carry out the ordinary business of the company, must be approved by the affirmative vote of the majority of all of the company's members.",
          "role": "approval vote of the converting LLC (manner prescribed by this code, §10.101(b))",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter101-llc.html",
          "source_sha256": "e009a395de52e557f5d2c4d9a8a417ae0abc1b10d20312bbbb7a3ab75813ca01",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.101.htm"
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      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Texas LLC may continue as a foreign LLC by converting into a non-code organization under BOC §10.101; the conversion may not take effect if prohibited by or inconsistent with the law of the new jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §10.101(a)-(d), (f); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C, heading 'Sec. 10.101. CONVERSION OF DOMESTIC ENTITIES.'; §1.002(10)(D) (BO.1.htm)",
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      "publish_status": "publish_ready",
      "quote": "(a) A domestic entity may convert into a different type of domestic entity or a non-code organization by adopting a plan of conversion.",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
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      "table": "structuring"
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    "structuring:pp-conversion-domestication#TX.llc.eligible_source_types": {
      "additional_sources": [
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          "pinpoint": "Tex. Bus. Orgs. Code §1.002(18), (56), (62); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(18) \"Domestic entity\" means an organization formed under or the internal affairs of which are governed by this code. […] (56) \"Non-code organization\" means an organization other than a domestic entity. […] (62) \"Organization\" means a corporation, limited or general partnership, limited liability company, business trust, real estate investment trust, joint venture, joint stock company, cooperative, association, bank, insurance company, credit union, savings and loan association, or other organization, regardless of whether the organization is for-profit, nonprofit, domestic, or foreign.",
          "role": "definitions of 'domestic entity', 'non-code organization' and 'organization'",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: an LLC is a filing entity / domestic entity governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §101.054(a)(6); tcss.legis.texas.gov BO.101.htm (Business Organizations Code Chapter 101), Sec. 101.054",
          "quote": "Sec. 101.054. WAIVER OR MODIFICATION OF CERTAIN STATUTORY PROVISIONS PROHIBITED; EXCEPTIONS. (a) Except as provided by this section, the following provisions may not be waived or modified in the company agreement of a limited liability company: […] (6) Chapter 4, 5, 10, 11, or 12.",
          "role": "entity_scope: the LLC act applies Chapter 10 to LLCs as a non-waivable provision",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter101-llc.html",
          "source_sha256": "e009a395de52e557f5d2c4d9a8a417ae0abc1b10d20312bbbb7a3ab75813ca01",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.101.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Texas LLC may result from conversion of a domestic entity of another type or a non-code organization (any organization other than a domestic entity); a nonprofit corporation or association may not convert into a for-profit entity.",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §§10.101(a), 10.102(a), 10.108; tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic entity may convert into a different type of domestic entity or a non-code organization by adopting a plan of conversion. […] (a) A non-code organization may convert into a domestic entity by adopting a plan of conversion as provided by this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(18), (56), (62); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(18) \"Domestic entity\" means an organization formed under or the internal affairs of which are governed by this code. […] (56) \"Non-code organization\" means an organization other than a domestic entity. […] (62) \"Organization\" means a corporation, limited or general partnership, limited liability company, business trust, real estate investment trust, joint venture, joint stock company, cooperative, association, bank, insurance company, credit union, savings and loan association, or other organization, regardless of whether the organization is for-profit, nonprofit, domestic, or foreign.",
          "role": "definitions of 'domestic entity', 'non-code organization' and 'organization'",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: an LLC is a filing entity / domestic entity governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §101.054(a)(6); tcss.legis.texas.gov BO.101.htm (Business Organizations Code Chapter 101), Sec. 101.054",
          "quote": "Sec. 101.054. WAIVER OR MODIFICATION OF CERTAIN STATUTORY PROVISIONS PROHIBITED; EXCEPTIONS. (a) Except as provided by this section, the following provisions may not be waived or modified in the company agreement of a limited liability company: […] (6) Chapter 4, 5, 10, 11, or 12.",
          "role": "entity_scope: the LLC act applies Chapter 10 to LLCs as a non-waivable provision",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter101-llc.html",
          "source_sha256": "e009a395de52e557f5d2c4d9a8a417ae0abc1b10d20312bbbb7a3ab75813ca01",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.101.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Texas LLC may convert into a different type of domestic entity or into a non-code organization, defined as any organization other than a domestic entity (BOC §§10.101(a), 1.002(56)).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §10.101(a); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C, heading 'Sec. 10.101. CONVERSION OF DOMESTIC ENTITIES.'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic entity may convert into a different type of domestic entity or a non-code organization by adopting a plan of conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.llc.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "Texas SOS Form 806 (Revised 09/26) fee schedule, PDF p. 2, section \"Amendment, Merger & Conversion\"",
          "quote": "Certificate of conversion (except nonprofit corporation or cooperative association) (Forms 631, 632, 633, 634, 635, 636, 637, 638, 641, 642, 643, 644) […] * Fees must include filing fee for the formation of any Texas filing entity created by the transaction.",
          "role": "official fee schedule (agency)",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-sos-form-806-fee-schedule.pdf",
          "source_sha256": "16a36e0ce0b7ba7f0b5ac0829e68f0d9bf50d22d83ef4a124caed04270c2a0b6",
          "source_url": "https://www.sos.state.tx.us/corp/forms/806_boc.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The certificate-of-conversion filing fee is set by BOC §4.151(5), together with the converted entity's certificate-of-formation fee; the Secretary of State lists it on its Form 806 fee schedule.",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §4.151(5); tcss.legis.texas.gov BO.4.htm (Business Organizations Code Chapter 4), Subchapter D. FILING FEES, heading 'Sec. 4.151. FILING FEES: ALL ENTITIES.'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 4.151. FILING FEES: ALL ENTITIES. The secretary of state shall impose the following fees: […] (5) for filing a certificate of merger or conversion, other than a filing on behalf of a nonprofit corporation, $300 plus, with respect to a merger, any fee imposed for filing a certificate of formation for each newly created filing entity or, with respect to a conversion, the fee imposed for filing a certificate of formation for the converted entity;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/TX/snapshots/tx-boc-ch4-filings-effective-date.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fd17a7d06e5ee5503ce7c841fe396a6da90e3ee1fe12bf312e9257b02f6c9bea",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.4.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: an LLC is a filing entity / domestic entity governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §§101.054(a)(6), 101.0515(a); tcss.legis.texas.gov BO.101.htm (Business Organizations Code Chapter 101)",
          "quote": "Sec. 101.054. WAIVER OR MODIFICATION OF CERTAIN STATUTORY PROVISIONS PROHIBITED; EXCEPTIONS. (a) Except as provided by this section, the following provisions may not be waived or modified in the company agreement of a limited liability company: […] (6) Chapter 4, 5, 10, 11, or 12. […] Sec. 101.0515. EXECUTION OF FILINGS. (a) Unless otherwise provided by this title, a filing instrument of a limited liability company must be signed by an authorized officer, manager, or member of the limited liability company.",
          "role": "entity scope + LLC filing-instrument execution rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter101-llc.html",
          "source_sha256": "e009a395de52e557f5d2c4d9a8a417ae0abc1b10d20312bbbb7a3ab75813ca01",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.101.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A written plan of conversion is adopted and a certificate of conversion, with the certificate of formation of any converted filing entity, is filed with the Secretary of State, or a county clerk for a REIT (BOC §§10.103, 10.154, 10.155).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §§10.154(a)-(c), 10.155(a); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter D, headings 'Sec. 10.154. CERTIFICATE OF CONVERSION.' and 'Sec. 10.155. FILING OF CERTIFICATE OF CONVERSION.'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A certificate of conversion must be filed for the conversion to become effective if: (1) any domestic entity that is a party to the conversion is a filing entity; or (2) any domestic entity to be created under the plan of conversion is a filing entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.llc.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: an LLC is a filing entity / domestic entity governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §101.054(a)(6); tcss.legis.texas.gov BO.101.htm (Business Organizations Code Chapter 101), Sec. 101.054",
          "quote": "Sec. 101.054. WAIVER OR MODIFICATION OF CERTAIN STATUTORY PROVISIONS PROHIBITED; EXCEPTIONS. (a) Except as provided by this section, the following provisions may not be waived or modified in the company agreement of a limited liability company: […] (6) Chapter 4, 5, 10, 11, or 12.",
          "role": "entity_scope: the LLC act applies Chapter 10 to LLCs as a non-waivable provision",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter101-llc.html",
          "source_sha256": "e009a395de52e557f5d2c4d9a8a417ae0abc1b10d20312bbbb7a3ab75813ca01",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.101.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A conversion may not take effect if prohibited by or inconsistent with the converted entity's governing law, and a non-code organization's conversion must be permitted by its own law or governing documents (BOC §§10.101(d), 10.102(c)).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §§10.101(d), 10.102(b)-(c), 10.1025(b)(2); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(d) A conversion may not take effect if the conversion is prohibited by or inconsistent with the laws of the converted entity's jurisdiction of formation, and the formation, incorporation, or organization of the converted entity under the plan of conversion must be effected in compliance with those laws pursuant to the plan of conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.llc.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §§10.1025, 10.154(c); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), headings 'Sec. 10.1025. CONVERSION AND CONTINUANCE.' and 'Sec. 10.154. CERTIFICATE OF CONVERSION.'",
          "quote": "Sec. 10.1025. CONVERSION AND CONTINUANCE. […] (c) In addition to complying with the requirements of Subsections (a) and (b), if Sections 10.1025 and 10.109 apply to the conversion, the certificate of conversion required by this section must: (1) be titled \"Certificate of Conversion and Continuance\"; and (2) include a statement certifying that the converting entity is electing to continue its existence in its current organizational form and jurisdiction of formation.",
          "role": "statutory use of 'conversion and continuance' and 'Certificate of Conversion and Continuance'",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
          "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Texas uses 'conversion', defined to include a continuance another jurisdiction may treat as a domestication, continuance or transfer, and 'conversion and continuance' for non-U.S. moves (BOC §§1.002(10), 10.1025).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §1.002(10)(A)-(E); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(10) \"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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
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      "source_class": "S1",
      "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.llc.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust.",
          "role": "entity_scope: an LLC is a filing entity / domestic entity governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §101.054(a)(6); tcss.legis.texas.gov BO.101.htm (Business Organizations Code Chapter 101), Sec. 101.054",
          "quote": "Sec. 101.054. WAIVER OR MODIFICATION OF CERTAIN STATUTORY PROVISIONS PROHIBITED; EXCEPTIONS. (a) Except as provided by this section, the following provisions may not be waived or modified in the company agreement of a limited liability company: […] (6) Chapter 4, 5, 10, 11, or 12.",
          "role": "entity_scope: the LLC act applies Chapter 10 to LLCs as a non-waivable provision",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter101-llc.html",
          "source_sha256": "e009a395de52e557f5d2c4d9a8a417ae0abc1b10d20312bbbb7a3ab75813ca01",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.101.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A certificate of conversion may not be accepted if required franchise taxes are unpaid or it does not provide that the converted entity is liable for them (BOC §10.156(2)); not applied to a continuance election (§10.1025(c)).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §10.156; §10.1025(c); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter D, heading 'Sec. 10.156. ACCEPTANCE OF CERTIFICATE FOR FILING.'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) the required franchise taxes have not been paid or the certificate of merger, exchange, or conversion does not provide that one or more of the surviving, new, or acquiring organizations or the converted entity is liable for the payment of the required franchise taxes.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22), (50), (67); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust. […] (50) \"Limited partnership\" means a partnership that is governed as a limited partnership under Title 4 and that has one or more general partners and one or more limited partners. The term includes a limited partnership registered as a limited liability limited partnership. […] (67) \"Partnership\" means an entity governed as a partnership under Title 4.",
          "role": "entity_scope: a limited partnership is a filing entity and a partnership (domestic partnership) governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §153.004(a)(4); tcss.legis.texas.gov BO.153.htm (Business Organizations Code Chapter 153), Sec. 153.004",
          "quote": "Sec. 153.004. NONWAIVABLE TITLE 1 PROVISIONS. (a) Except as provided by this section, the following provisions of Title 1 may not be waived or modified in the partnership agreement of a limited partnership: […] (4) Chapter 4, 5, 10, 11, or 12, other than Section 11.058.",
          "role": "entity_scope: the LP act applies Chapter 10 to limited partnerships as a non-waivable provision",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter153-limited-partnerships.html",
          "source_sha256": "bae2140734acf9a0c72abe26e44f07e9771b9ae7b26937282c7a8b9707ecdb80",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.153.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A converting domestic partnership, including a limited partnership, approves the plan of conversion as its partnership agreement provides, and that agreement must contain provisions authorizing the conversion (BOC §10.107(b)-(c)).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §10.107(b)-(c); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C, heading 'Sec. 10.107. SPECIAL PROVISIONS APPLYING TO PARTNERSHIP CONVERSIONS.'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) A domestic partnership that is converting must approve the plan of conversion in the manner provided in its partnership agreement.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
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      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.lp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22), (50), (67); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust. […] (50) \"Limited partnership\" means a partnership that is governed as a limited partnership under Title 4 and that has one or more general partners and one or more limited partners. The term includes a limited partnership registered as a limited liability limited partnership. […] (67) \"Partnership\" means an entity governed as a partnership under Title 4.",
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          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
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          "pinpoint": "Tex. Bus. Orgs. Code §153.004(a)(4); tcss.legis.texas.gov BO.153.htm (Business Organizations Code Chapter 153), Sec. 153.004",
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          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter153-limited-partnerships.html",
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      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "On conversion the entity continues without interruption in the new form; property stays owned without any transfer, liabilities continue, and pending proceedings continue without substituting a party (BOC §10.106).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §10.106(1)-(8); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C, heading 'Sec. 10.106. GENERAL EFFECT OF CONVERSION.'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 10.106. GENERAL EFFECT OF CONVERSION. When a conversion takes effect: (1) the converting entity continues to exist without interruption in the organizational form of the converted entity rather than in the organizational form of the converting entity; (2) all rights, title, and interests to all property owned by the converting entity continues to be owned, subject to any existing liens or other encumbrances on the property, by the converted entity in the new organizational form without: (A) reversion or impairment; (B) further act or deed; or (C) any transfer or assignment having occurred; (3) all liabilities and obligations of the converting entity continue to be liabilities and obligations of the converted entity in the new organizational form without impairment or diminution because of the conversion; (4) the rights of creditors or other parties with respect to or against the previous owners or members of the converting entity in their capacities as owners or members in existence when the conversion takes effect continue to exist as to those liabilities and obligations and may be enforced by the creditors and obligees as if a conversion had not occurred; (5) a proceeding pending by or against the converting entity or by or against any of the converting entity's owners or members in their capacities as owners or members may be continued by or against the converted entity in the new organizational form and by or against the previous owners or members without a need for substituting a party; (6) the ownership or membership interests of the converting entity that are to be converted into ownership or membership interests of the converted entity as provided in the plan of conversion are converted as provided by the plan, and if the converting entity is a domestic entity, the former owners or members of the domestic entity are entitled only to the rights provided in the plan of conversion or a right of dissent and appraisal under this code; (7) if, after the conversion takes effect, an owner or member of the converted entity as an owner or member is liable for the liabilities or obligations of the converted entity, the owner or member is liable for the liabilities and obligations of the converting entity that existed before the conversion took effect only to the extent that the owner or member: (A) agrees in writing to be liable for the liabilities or obligations; (B) was liable, before the conversion took effect, for the liabilities or obligations; or (C) by becoming an owner or member of the converted entity, becomes liable under other applicable law for the existing liabilities and obligations of the converted entity; and (8) if the converted entity is a non-code organization, the converted entity is considered to have: (A) appointed the secretary of state in this state as its agent for service of process in a proceeding to enforce any obligation or the rights of dissenting owners or members of the converting domestic entity; and (B) agreed that the converted entity will promptly pay the dissenting owners or members of the converting domestic entity the amount, if any, to which they are entitled under this code.",
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      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
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    "structuring:pp-conversion-domestication#TX.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22), (50), (67); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
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          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
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          "pinpoint": "Tex. Bus. Orgs. Code §153.004(a)(4); tcss.legis.texas.gov BO.153.htm (Business Organizations Code Chapter 153), Sec. 153.004",
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          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter153-limited-partnerships.html",
          "source_sha256": "bae2140734acf9a0c72abe26e44f07e9771b9ae7b26937282c7a8b9707ecdb80",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.153.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §21.954(d)(2); tcss.legis.texas.gov BO.21.htm (Business Organizations Code Chapter 21), Subchapter S, Sec. 21.954",
          "quote": "Sec. 21.954. CERTAIN AMENDMENTS, MERGERS, EXCHANGES, AND CONVERSIONS; VOTER APPROVAL REQUIRED. […] (d) Notwithstanding any other provision of this chapter, a public benefit corporation may not, without the approval of two-thirds of the outstanding shares of the corporation entitled to vote on the matter, which must be a vote by class or series of shares if otherwise required by Section 21.364, 21.457, or 21.458: […] (2) convert into a domestic or foreign entity: (A) that is not a public benefit corporation or similar entity; and (B) that does not contain in its certificate of formation or similar governing document provisions identical to the provisions in the certificate of formation of the public benefit corporation containing the public benefit or benefits specified under Section 3.007(e) or imposing requirements under Section 21.957(c); or",
          "role": "two-thirds share vote for a public benefit corporation converting into an entity that is not one",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter21-corporations.html",
          "source_sha256": "effd07283aeabe85e2b8a678b9aa4ff8829354aa61b7e84653cad17c9e9c180b",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.21.htm"
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      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A domestic entity of a different type, or a non-code organization whose own law or governing documents permit it, may convert into a Texas LP; a nonprofit corporation or association may not convert into a for-profit entity.",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §§10.101(a), 10.102(a)-(c), 10.108; tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C, headings 'Sec. 10.101.', 'Sec. 10.102. CONVERSION OF NON-CODE ORGANIZATIONS.', 'Sec. 10.108.'",
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      "quote": "(a) A domestic entity may convert into a different type of domestic entity or a non-code organization by adopting a plan of conversion. […] (a) A non-code organization may convert into a domestic entity by adopting a plan of conversion as provided by this section.",
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      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
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    "structuring:pp-conversion-domestication#TX.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22), (50), (67); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust. […] (50) \"Limited partnership\" means a partnership that is governed as a limited partnership under Title 4 and that has one or more general partners and one or more limited partners. The term includes a limited partnership registered as a limited liability limited partnership. […] (67) \"Partnership\" means an entity governed as a partnership under Title 4.",
          "role": "entity_scope: a limited partnership is a filing entity and a partnership (domestic partnership) governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §153.004(a)(4); tcss.legis.texas.gov BO.153.htm (Business Organizations Code Chapter 153), Sec. 153.004",
          "quote": "Sec. 153.004. NONWAIVABLE TITLE 1 PROVISIONS. (a) Except as provided by this section, the following provisions of Title 1 may not be waived or modified in the partnership agreement of a limited partnership: […] (4) Chapter 4, 5, 10, 11, or 12, other than Section 11.058.",
          "role": "entity_scope: the LP act applies Chapter 10 to limited partnerships as a non-waivable provision",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter153-limited-partnerships.html",
          "source_sha256": "bae2140734acf9a0c72abe26e44f07e9771b9ae7b26937282c7a8b9707ecdb80",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.153.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §21.954(c)(2); tcss.legis.texas.gov BO.21.htm (Business Organizations Code Chapter 21), Subchapter S, Sec. 21.954",
          "quote": "Sec. 21.954. CERTAIN AMENDMENTS, MERGERS, EXCHANGES, AND CONVERSIONS; VOTER APPROVAL REQUIRED. […] (c) A domestic entity that is not a domestic for-profit corporation may not, without the approval of the owners of two-thirds of the outstanding ownership interests of the entity entitled to vote on the matter: […] (2) convert into a domestic or foreign public benefit corporation or similar entity.",
          "role": "two-thirds owner vote for a domestic entity other than a for-profit corporation converting into a public benefit corporation",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter21-corporations.html",
          "source_sha256": "effd07283aeabe85e2b8a678b9aa4ff8829354aa61b7e84653cad17c9e9c180b",
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      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Texas limited partnership may convert into a different type of domestic entity or a non-code organization by plan of conversion, subject to the converted entity's governing law and owner-consent limits (BOC §10.101).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §10.101(a)-(d), (f); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C, heading 'Sec. 10.101. CONVERSION OF DOMESTIC ENTITIES.'",
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      "table": "structuring"
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    "structuring:pp-conversion-domestication#TX.lp.domestication_inbound": {
      "additional_sources": [
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          "pinpoint": "Tex. Bus. Orgs. Code §1.002(10)(E); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(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.",
          "role": "definition: conversion includes continuance of a foreign entity as a domestic entity of the same type",
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          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
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          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22), (50), (67); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
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          "role": "entity_scope: a limited partnership is a filing entity and a partnership (domestic partnership) governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
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          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
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          "pinpoint": "Tex. Bus. Orgs. Code §153.004(a)(4); tcss.legis.texas.gov BO.153.htm (Business Organizations Code Chapter 153), Sec. 153.004",
          "quote": "Sec. 153.004. NONWAIVABLE TITLE 1 PROVISIONS. (a) Except as provided by this section, the following provisions of Title 1 may not be waived or modified in the partnership agreement of a limited partnership: […] (4) Chapter 4, 5, 10, 11, or 12, other than Section 11.058.",
          "role": "entity_scope: the LP act applies Chapter 10 to limited partnerships as a non-waivable provision",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter153-limited-partnerships.html",
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      "claim_type": "primary",
      "display": "A foreign LP may become a Texas LP by converting as a non-code organization under BOC §10.102, a continuance its home law may treat as a domestication, continuance or transfer, if its own law or governing documents permit it.",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §10.102(a)-(c); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C, heading 'Sec. 10.102. CONVERSION OF NON-CODE ORGANIZATIONS.'; §1.002(10)(E) (BO.1.htm)",
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      "quote": "(a) A non-code organization may convert into a domestic entity by adopting a plan of conversion as provided by this section.",
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    "structuring:pp-conversion-domestication#TX.lp.domestication_outbound": {
      "additional_sources": [
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          "pinpoint": "Tex. Bus. Orgs. Code §1.002(10)(D); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(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",
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          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
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          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22), (50), (67); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust. […] (50) \"Limited partnership\" means a partnership that is governed as a limited partnership under Title 4 and that has one or more general partners and one or more limited partners. The term includes a limited partnership registered as a limited liability limited partnership. […] (67) \"Partnership\" means an entity governed as a partnership under Title 4.",
          "role": "entity_scope: a limited partnership is a filing entity and a partnership (domestic partnership) governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
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          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
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          "pinpoint": "Tex. Bus. Orgs. Code §153.004(a)(4); tcss.legis.texas.gov BO.153.htm (Business Organizations Code Chapter 153), Sec. 153.004",
          "quote": "Sec. 153.004. NONWAIVABLE TITLE 1 PROVISIONS. (a) Except as provided by this section, the following provisions of Title 1 may not be waived or modified in the partnership agreement of a limited partnership: […] (4) Chapter 4, 5, 10, 11, or 12, other than Section 11.058.",
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          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter153-limited-partnerships.html",
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      "claim_type": "primary",
      "display": "A Texas LP may continue as a foreign LP by converting into a non-code organization under BOC §10.101; the conversion may not take effect if prohibited by or inconsistent with the law of the new jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §10.101(a)-(d), (f); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C, heading 'Sec. 10.101. CONVERSION OF DOMESTIC ENTITIES.'; §1.002(10)(D) (BO.1.htm)",
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    "structuring:pp-conversion-domestication#TX.lp.eligible_source_types": {
      "additional_sources": [
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          "pinpoint": "Tex. Bus. Orgs. Code §1.002(18), (56), (62); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
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          "role": "definitions of 'domestic entity', 'non-code organization' and 'organization'",
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        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22), (50), (67); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust. […] (50) \"Limited partnership\" means a partnership that is governed as a limited partnership under Title 4 and that has one or more general partners and one or more limited partners. The term includes a limited partnership registered as a limited liability limited partnership. […] (67) \"Partnership\" means an entity governed as a partnership under Title 4.",
          "role": "entity_scope: a limited partnership is a filing entity and a partnership (domestic partnership) governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §153.004(a)(4); tcss.legis.texas.gov BO.153.htm (Business Organizations Code Chapter 153), Sec. 153.004",
          "quote": "Sec. 153.004. NONWAIVABLE TITLE 1 PROVISIONS. (a) Except as provided by this section, the following provisions of Title 1 may not be waived or modified in the partnership agreement of a limited partnership: […] (4) Chapter 4, 5, 10, 11, or 12, other than Section 11.058.",
          "role": "entity_scope: the LP act applies Chapter 10 to limited partnerships as a non-waivable provision",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter153-limited-partnerships.html",
          "source_sha256": "bae2140734acf9a0c72abe26e44f07e9771b9ae7b26937282c7a8b9707ecdb80",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.153.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Texas LP may result from conversion of a domestic entity of another type or a non-code organization (any organization other than a domestic entity); a nonprofit corporation or association may not convert into a for-profit entity.",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §§10.101(a), 10.102(a), 10.108; tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic entity may convert into a different type of domestic entity or a non-code organization by adopting a plan of conversion. […] (a) A non-code organization may convert into a domestic entity by adopting a plan of conversion as provided by this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(18), (56), (62); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(18) \"Domestic entity\" means an organization formed under or the internal affairs of which are governed by this code. […] (56) \"Non-code organization\" means an organization other than a domestic entity. […] (62) \"Organization\" means a corporation, limited or general partnership, limited liability company, business trust, real estate investment trust, joint venture, joint stock company, cooperative, association, bank, insurance company, credit union, savings and loan association, or other organization, regardless of whether the organization is for-profit, nonprofit, domestic, or foreign.",
          "role": "definitions of 'domestic entity', 'non-code organization' and 'organization'",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22), (50), (67); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust. […] (50) \"Limited partnership\" means a partnership that is governed as a limited partnership under Title 4 and that has one or more general partners and one or more limited partners. The term includes a limited partnership registered as a limited liability limited partnership. […] (67) \"Partnership\" means an entity governed as a partnership under Title 4.",
          "role": "entity_scope: a limited partnership is a filing entity and a partnership (domestic partnership) governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §153.004(a)(4); tcss.legis.texas.gov BO.153.htm (Business Organizations Code Chapter 153), Sec. 153.004",
          "quote": "Sec. 153.004. NONWAIVABLE TITLE 1 PROVISIONS. (a) Except as provided by this section, the following provisions of Title 1 may not be waived or modified in the partnership agreement of a limited partnership: […] (4) Chapter 4, 5, 10, 11, or 12, other than Section 11.058.",
          "role": "entity_scope: the LP act applies Chapter 10 to limited partnerships as a non-waivable provision",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter153-limited-partnerships.html",
          "source_sha256": "bae2140734acf9a0c72abe26e44f07e9771b9ae7b26937282c7a8b9707ecdb80",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.153.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Texas LP may convert into a different type of domestic entity or into a non-code organization, defined as any organization other than a domestic entity (BOC §§10.101(a), 1.002(56)).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §10.101(a); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C, heading 'Sec. 10.101. CONVERSION OF DOMESTIC ENTITIES.'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A domestic entity may convert into a different type of domestic entity or a non-code organization by adopting a plan of conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.lp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "Texas SOS Form 806 (Revised 09/26) fee schedule, PDF p. 2, section \"Amendment, Merger & Conversion\"",
          "quote": "Certificate of conversion (except nonprofit corporation or cooperative association) (Forms 631, 632, 633, 634, 635, 636, 637, 638, 641, 642, 643, 644) […] * Fees must include filing fee for the formation of any Texas filing entity created by the transaction.",
          "role": "official fee schedule (agency)",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-sos-form-806-fee-schedule.pdf",
          "source_sha256": "16a36e0ce0b7ba7f0b5ac0829e68f0d9bf50d22d83ef4a124caed04270c2a0b6",
          "source_url": "https://www.sos.state.tx.us/corp/forms/806_boc.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The certificate-of-conversion filing fee is set by BOC §4.151(5), together with the converted entity's certificate-of-formation fee; the Secretary of State lists it on its Form 806 fee schedule.",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §4.151(5); tcss.legis.texas.gov BO.4.htm (Business Organizations Code Chapter 4), Subchapter D. FILING FEES, heading 'Sec. 4.151. FILING FEES: ALL ENTITIES.'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Sec. 4.151. FILING FEES: ALL ENTITIES. The secretary of state shall impose the following fees: […] (5) for filing a certificate of merger or conversion, other than a filing on behalf of a nonprofit corporation, $300 plus, with respect to a merger, any fee imposed for filing a certificate of formation for each newly created filing entity or, with respect to a conversion, the fee imposed for filing a certificate of formation for the converted entity;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/holding-tax/discovery/TX/snapshots/tx-boc-ch4-filings-effective-date.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fd17a7d06e5ee5503ce7c841fe396a6da90e3ee1fe12bf312e9257b02f6c9bea",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.4.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22), (50), (67); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust. […] (50) \"Limited partnership\" means a partnership that is governed as a limited partnership under Title 4 and that has one or more general partners and one or more limited partners. The term includes a limited partnership registered as a limited liability limited partnership. […] (67) \"Partnership\" means an entity governed as a partnership under Title 4.",
          "role": "entity_scope: a limited partnership is a filing entity and a partnership (domestic partnership) governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §§153.004(a)(4), 153.553(a-1)(5); tcss.legis.texas.gov BO.153.htm (Business Organizations Code Chapter 153)",
          "quote": "Sec. 153.004. NONWAIVABLE TITLE 1 PROVISIONS. (a) Except as provided by this section, the following provisions of Title 1 may not be waived or modified in the partnership agreement of a limited partnership: […] (4) Chapter 4, 5, 10, 11, or 12, other than Section 11.058. […] Sec. 153.553. EXECUTION OF FILINGS. […] (5) a certificate of conversion or exchange filed on behalf of a domestic limited partnership must be signed by at least one general partner; and",
          "role": "entity scope + LP execution rule for a certificate of conversion",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter153-limited-partnerships.html",
          "source_sha256": "bae2140734acf9a0c72abe26e44f07e9771b9ae7b26937282c7a8b9707ecdb80",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.153.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A written plan of conversion is adopted and a certificate of conversion, with the certificate of formation of any converted filing entity, is filed with the Secretary of State, or a county clerk for a REIT (BOC §§10.103, 10.154, 10.155).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §§10.154(a)-(c), 10.155(a); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter D, headings 'Sec. 10.154. CERTIFICATE OF CONVERSION.' and 'Sec. 10.155. FILING OF CERTIFICATE OF CONVERSION.'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A certificate of conversion must be filed for the conversion to become effective if: (1) any domestic entity that is a party to the conversion is a filing entity; or (2) any domestic entity to be created under the plan of conversion is a filing entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.lp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22), (50), (67); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust. […] (50) \"Limited partnership\" means a partnership that is governed as a limited partnership under Title 4 and that has one or more general partners and one or more limited partners. The term includes a limited partnership registered as a limited liability limited partnership. […] (67) \"Partnership\" means an entity governed as a partnership under Title 4.",
          "role": "entity_scope: a limited partnership is a filing entity and a partnership (domestic partnership) governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §153.004(a)(4); tcss.legis.texas.gov BO.153.htm (Business Organizations Code Chapter 153), Sec. 153.004",
          "quote": "Sec. 153.004. NONWAIVABLE TITLE 1 PROVISIONS. (a) Except as provided by this section, the following provisions of Title 1 may not be waived or modified in the partnership agreement of a limited partnership: […] (4) Chapter 4, 5, 10, 11, or 12, other than Section 11.058.",
          "role": "entity_scope: the LP act applies Chapter 10 to limited partnerships as a non-waivable provision",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter153-limited-partnerships.html",
          "source_sha256": "bae2140734acf9a0c72abe26e44f07e9771b9ae7b26937282c7a8b9707ecdb80",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.153.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A conversion may not take effect if prohibited by or inconsistent with the converted entity's governing law, and a non-code organization's conversion must be permitted by its own law or governing documents (BOC §§10.101(d), 10.102(c)).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §§10.101(d), 10.102(b)-(c), 10.1025(b)(2); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter C",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(d) A conversion may not take effect if the conversion is prohibited by or inconsistent with the laws of the converted entity's jurisdiction of formation, and the formation, incorporation, or organization of the converted entity under the plan of conversion must be effected in compliance with those laws pursuant to the plan of conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.lp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §§10.1025, 10.154(c); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), headings 'Sec. 10.1025. CONVERSION AND CONTINUANCE.' and 'Sec. 10.154. CERTIFICATE OF CONVERSION.'",
          "quote": "Sec. 10.1025. CONVERSION AND CONTINUANCE. […] (c) In addition to complying with the requirements of Subsections (a) and (b), if Sections 10.1025 and 10.109 apply to the conversion, the certificate of conversion required by this section must: (1) be titled \"Certificate of Conversion and Continuance\"; and (2) include a statement certifying that the converting entity is electing to continue its existence in its current organizational form and jurisdiction of formation.",
          "role": "statutory use of 'conversion and continuance' and 'Certificate of Conversion and Continuance'",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
          "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Texas uses 'conversion', defined to include a continuance another jurisdiction may treat as a domestication, continuance or transfer, and 'conversion and continuance' for non-U.S. moves (BOC §§1.002(10), 10.1025).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §1.002(10)(A)-(E); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(10) \"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.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#TX.lp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "Tex. Bus. Orgs. Code §1.002(22), (50), (67); tcss.legis.texas.gov BO.1.htm (Business Organizations Code Chapter 1), Sec. 1.002. DEFINITIONS.",
          "quote": "(22) \"Filing entity\" means a domestic entity that is a corporation, limited partnership, limited liability company, professional association, cooperative, or real estate investment trust. […] (50) \"Limited partnership\" means a partnership that is governed as a limited partnership under Title 4 and that has one or more general partners and one or more limited partners. The term includes a limited partnership registered as a limited liability limited partnership. […] (67) \"Partnership\" means an entity governed as a partnership under Title 4.",
          "role": "entity_scope: a limited partnership is a filing entity and a partnership (domestic partnership) governed by Chapter 10",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter1-general-provisions.html",
          "source_sha256": "d4e5a88dd40769581f8fb903419518a0199b25d35170667fd00f3b04f1b206c5",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm"
        },
        {
          "pinpoint": "Tex. Bus. Orgs. Code §153.004(a)(4); tcss.legis.texas.gov BO.153.htm (Business Organizations Code Chapter 153), Sec. 153.004",
          "quote": "Sec. 153.004. NONWAIVABLE TITLE 1 PROVISIONS. (a) Except as provided by this section, the following provisions of Title 1 may not be waived or modified in the partnership agreement of a limited partnership: […] (4) Chapter 4, 5, 10, 11, or 12, other than Section 11.058.",
          "role": "entity_scope: the LP act applies Chapter 10 to limited partnerships as a non-waivable provision",
          "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/texas-boc-chapter153-limited-partnerships.html",
          "source_sha256": "bae2140734acf9a0c72abe26e44f07e9771b9ae7b26937282c7a8b9707ecdb80",
          "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.153.htm"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A certificate of conversion may not be accepted if required franchise taxes are unpaid or it does not provide that the converted entity is liable for them (BOC §10.156(2)); not applied to a continuance election (§10.1025(c)).",
      "fetch_event_id": null,
      "pinpoint": "Tex. Bus. Orgs. Code §10.156; §10.1025(c); tcss.legis.texas.gov BO.10.htm (Business Organizations Code Chapter 10, complete chapter page), Subchapter D, heading 'Sec. 10.156. ACCEPTANCE OF CERTIFICATE FOR FILING.'",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) the required franchise taxes have not been paid or the certificate of merger, exchange, or conversion does not provide that one or more of the surviving, new, or acquiring organizations or the converted entity is liable for the payment of the required franchise taxes.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/TX/snapshots/c50/TX/0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0dc806afbb9c35cde9649d0d269405cd9518db8623a76eb7b6fea17085a34b55",
      "source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Utah Code § 16-1a-904(2)",
          "quote": "A conversion of a foreign converting entity does not take effect until the foreign entity approves the conversion in accordance with the law of the foreign entity's jurisdiction of formation.",
          "role": "foreign conversion approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        },
        {
          "pinpoint": "Utah Code § 16-1a-1004(1)",
          "quote": "A plan of domestication does not take effect unless: a domestic domesticating entity approves the plan of domestication: in accordance with the requirements, if any, of the domestic domesticating entity's organic rules for the approval of a domestication; if the domestic domesticating entity's rules do not provide for approval of a domestication, in accordance with the requirements, if any, of the domestic domesticating entity's organic law and organic rules for the approval of: for an entity that is not a business corporation or limited cooperative association, a merger, as if the domestication were a merger; for a business corporation, a merger requiring approval for a vote of the interest holders of the business corporation, as if the domestication was that type of merger; or for a limited cooperative association, a transaction under this part; or by each interest holder of the entity entitled to vote on or consent to any matter if: for an entity that is not a business corporation or a limited cooperative association, the business corporation's or limited cooperative association's organic law or organic rules do not provide for the approval of a domestication or merger; or for a limited cooperative association, the limited cooperative association's organic law or organic rules do not provide for the approval of a domestication or a transaction under this part; each interest holder that will have interest holder liability for a debt, obligation, or other liability that a domesticated entity incurs after the domestication takes effect approves the domestication in a record; and for an entity that is not a business corporation or a nonprofit corporation, the entity shall comply with the provisions of Subsection (1)(b) , unless: the organic rules of the entity contain a provision in a record for the approval of a domestication or merger in which some or all of the entity's interest holders become subject to interest holder liability by the vote or consent of fewer than all the interest holders; and the interest holder consented in a record to or voted for the provision described in Subsection (1)(c)(i) or became an interest holder after the adoption of the provision.",
          "role": "domestication approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        },
        {
          "pinpoint": "Utah Code § 16-1a-1004(2)",
          "quote": "A domestication of a foreign domesticating entity does not take effect unless the foreign domesticating entity approves the domestication in accordance with the law of the foreign entity's jurisdiction of formation.",
          "role": "foreign domestication approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Utah business corporation follows its organic rules, then the statutory merger fallback, with recorded consent from any holder assuming post-transaction liability.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-904(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A plan of conversion does not take effect unless: a domestic converting entity approves the plan of conversion: in accordance with the requirements, if any, in the domestic converting entity's organic rules for approval of a conversion; if the domestic converting entity's organic rules do not provide for the approval of a conversion, in accordance with the requirements, if any, in the converting entity's organic law and organic rules for the approval of: for an entity that is not a business corporation or a limited cooperative association, a merger, as if the conversion were a merger; for a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; and for a limited cooperative association, a transaction authorized under this part; or by each interest holder of the entity that is entitled to vote on or consent to any matter if: for an entity that is not a business corporation or a limited cooperative association, the entity's organic law and organic rules do not provide for the approval of a conversion or a merger; or for a limited cooperative association, the limited cooperative association's organic law and organic rules do not provide for the approval of a conversion or a transaction under this part; each interest holder of a domestic converting entity that will have interest holder liability for a debt, obligation, or other liability that the domestic converting entity incurs after the conversion approves the plan of conversion in a record; and for an entity that is not a business corporation or a nonprofit corporation, the entity complies with the provisions of Subsection (1)(b) , unless: the organic rules of the entity contain a provision that provides in a record for the approval of an interest exchange or a merger in which some or all of the entity's interest holders become subject to interest holder liability by the vote or consent of fewer than all the interest holders; and the interest holders consent in a record to or vote for the provision described in Subsection (1)(c)(i) or became an interest holder after the adoption of the provision.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Utah Code § 16-1a-1007(1)",
          "quote": "When a domestication takes effect: the domesticated entity is: organized under and subject to the organic law of the domesticated entity; and the same entity without interruption as the domesticating entity; all of the domesticating entity's property continues to be vested in the domesticated entity without transfer, reversion, or impairment; each debt, obligation, and other liability of the domesticating entity continues as a debt, obligation, and other liability of the domesticated entity; except as otherwise provided by law or the plan of domestication, each right, privilege, immunity, power, and purpose of the domesticating entity remain in the domesticated entity; the name of the domesticated entity may be substituted for the name of the domesticating entity in a pending action or proceeding; if the domesticated entity is a filing entity the domesticated entity's public organic record takes effect; if the domesticated entity is a limited liability partnership, the domesticated entity's statement of qualification takes effect simultaneously with the domestication; the private organic rules of the domesticated entity that are to be in a record, if any, approved as part of the plan of domestication take effect; and each interest in the domesticating entity is converted to the extent and as approved in connection with the domestication; and each interest holder of the domesticating entity is entitled only to: the rights provided to the interest holder under the plan of domestication; any appraisal rights the interest holder has under Section 16-1a-708 ; and the rights provided to the interest holder under the domesticating entity's organic law; a person that did not have interest holder liability with respect to the domesticating entity and becomes subject to interest holder liability with respect to a domestic entity as a result of the domestication has interest holder liability: only to the extent provided by the organic law of the entity; and only for a debt, obligation, or other liability that the domesticating entity incurs after the domestication takes effect; and the following conditions apply to the interest holder liability of a person that no longer holds an interest in a domestic domesticating entity if the person had interest holder liability in the domestic domesticating entity: the domestication does not discharge any interest holder liability under the organic law of the domestic domesticating entity to the extent the person incurred the interest holder liability before the domestication takes effect; the person does not have interest holder liability under the organic law of the domestic domesticating entity for a debt, obligation, or other liability that the domesticated entity incurs after the domesticating takes effect; the organic law of the domestic domesticating entity continues to apply to the release, collection, or discharge of any interest holder liability preserved under Subsection (1)(k)(i) as if the domestication does not occur; and the person has whatever rights of contribution from any other person as provided by other law or the organic rules of the domestic domesticating entity with respect to any interest holder liability preserved under Subsection (1)(k)(i) as if the domestication does not occur.",
          "role": "domestication effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion or domestication continues the business corporation without interruption and preserves its property, liabilities, rights, rules, and interests.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-907(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "When a conversion takes effect: the converted entity is: organized under and subject to the organic law of the converted entity; and the same entity without interruption as the converting entity; all property of the converting entity continues to be vested in the converted entity without transfer, reversion, or impairment; each debt, obligation, and other liability of the converting entity continues as a debt, obligation, and other liability of the converted entity; except as otherwise provided by law or the plan of conversion, each right, privilege, immunity, power, and purpose of the converting entity remain in the converted entity; the name of the converted entity may be substituted for the name of the converting entity in a pending action or proceeding; if a converted entity is a filing entity, the converted entity's public organic record takes effect; if the converted entity is a limited liability partnership, the converted entity's statement of qualification is effective; the private organic rules of the converted entity that are to be in a record, if any, approved as part of the plan of conversion take effect; each interest in the converting entity is converted, and each interest holder of the converting entity is entitled only to: the rights provided to the interest holder under the plan of conversion; appraisal rights described in Section 16-1a-708 ; and the converting entity's organic law; a person that did not have interest holder liability with respect to the converting entity and becomes subject to interest holder liability with respect to a domestic entity as a result of the conversion has interest holder liability: only to the extent provided by the organic law of the entity; and only for a debt, obligation, or other liability that the converting entity incurs after the conversion takes effect; the following conditions apply to the interest holder liability of a person that no longer holds an interest in a domestic converting entity if the person had interest holder liability in the domestic converting entity: the conversion does not discharge any interest holder liability under the organic law of the domestic converting entity to the extent the person incurred the interest holder liability before the conversion takes effect; the person does not have interest holder liability under the organic law of the domestic converting entity for a debt, obligation, or other liability that the converted entity incurs after the conversion takes effect; the organic law of the domestic converting entity continues to apply to the release, collection, or discharge of any interest holder liability preserved under Subsection (1)(k)(i) as if the conversion does not occur; and the person has whatever rights of contribution from any other person as provided by other law or the organic rules of the domestic converting entity with respect to any interest holder liability preserved under Subsection (1)(k)(i) as if the conversion does not occur; and a person may serve a foreign entity that is the converted entity with process in this state for the collection and enforcement of any of the foreign entity's debts, obligations, and other liabilities in accordance with applicable law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.corp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "Utah Code § 16-1a-902(1)",
          "quote": "By complying with this part, a domestic entity may become: a domestic entity that is a different type of entity; or a foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
          "role": "domestic-source conversion authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A different foreign entity type may convert into a Utah business corporation if its formation jurisdiction authorizes the conversion; domestic sources use Section 902(1).",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-902(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with the provisions of this part that are applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Utah business corporation may convert to a different domestic entity type, or to a foreign type if the destination law authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-902(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with this part, a domestic entity may become: a domestic entity that is a different type of entity; or a foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign business corporation may domesticate into Utah as the same entity type if its formation jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-1002(1)(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Utah business corporation may domesticate to a foreign jurisdiction as the same entity type if that jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-1002(1)(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction; and",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Any statutory entity type other than a business corporation may be a conversion source; foreign sources also need authorization under their formation law.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-101(41)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\" means: a business corporation; a nonprofit corporation; a partnership; a decentralized autonomous organization; a limited liability partnership; a limited partnership; a limited liability limited partnership; a limited liability company; a limited cooperative association; an unincorporated nonprofit association; a statutory trust, business trust, or common-law business trust; or another person that has: a legal existence separate from an interest holder of that person; or the power to acquire an interest in real property in the person's own name. \"Entity\" does not include: an individual; a trust with a predominantly donative purpose; a charitable trust; an association or relationship that is not a partnership solely by reason of Subsection 16-18-202(3) or a similar provision of the law of another jurisdiction; a decedent's estate; or a government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Utah business corporation may convert to any other statutory entity type; a foreign target also requires authorization under its formation law.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-101(41)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\" means: a business corporation; a nonprofit corporation; a partnership; a decentralized autonomous organization; a limited liability partnership; a limited partnership; a limited liability limited partnership; a limited liability company; a limited cooperative association; an unincorporated nonprofit association; a statutory trust, business trust, or common-law business trust; or another person that has: a legal existence separate from an interest holder of that person; or the power to acquire an interest in real property in the person's own name. \"Entity\" does not include: an individual; a trust with a predominantly donative purpose; a charitable trust; an association or relationship that is not a partnership solely by reason of Subsection 16-18-202(3) or a similar provision of the law of another jurisdiction; a decedent's estate; or a government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No conversion- or domestication-specific filing-fee locator is stated in current Title 16, Chapter 1a for a business corporation.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Utah Code § 16-1a-906(2)",
          "quote": "A statement of conversion shall contain: the converting entity's name, jurisdiction of formation, and type of entity; the converted entity's name, jurisdiction of formation, and type of entity; if the statement of conversion is not to be effective upon filing, the later day and time on which the statement of conversion will take effect, which may not be more than 90 days after the day on which the division files the statement of conversion; if the converting entity is a domestic entity, a statement that the converting entity approved the plan of conversion in accordance with Section 16-1a-904 ; or if the converting entity is a foreign entity, a statement that the converting entity approved the plan of conversion in accordance with the law of the converting entity's jurisdiction of formation; if the converting entity is a domestic entity, the converting entity's public organic record; if the converted entity is a domestic limited liability partnership, the converted entity's statement of qualification; and 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.",
          "role": "conversion statement contents",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        },
        {
          "pinpoint": "Utah Code § 16-1a-1006(1)",
          "quote": "A domesticating entity shall sign a statement of domestication and deliver the statement of domestication to the division for filing.",
          "role": "domestication filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        },
        {
          "pinpoint": "Utah Code § 16-1a-1006(2)",
          "quote": "A statement of domestication shall contain: the domesticating entity's name, jurisdiction of formation, and type of entity; the domesticated entity's name, jurisdiction of formation, and type of entity; if the statement of domestication is not to be effective upon filing, the later day and time on which the statement of domestication will take effect, which may not be more than 90 days after the day on which the division files the statement of domestication; if the domesticated entity is a domestic entity, a statement that the domesticating entity approved the plan of domestication in accordance with Section 16-1a-1004 ; or if the domesticating entity is a foreign entity, a statement that the domesticating entity approved the plan of domestication in accordance with the law of the domesticating entity's jurisdiction of formation; if the domesticated entity is a domestic filing entity, the domesticated entity's public organic record; if the domesticated entity is a domestic limited liability partnership, the domesticated entity's statement of qualification; and if the domesticated 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.",
          "role": "domestication statement contents",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A business corporation uses a plan and files a statement of conversion or domestication with the Division; the statement includes the transaction parties and organic records.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-906(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A converting entity shall sign a statement of conversion and deliver the statement of conversion to the division for filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "Utah Code § 16-1a-902(2)",
          "quote": "By complying with the provisions of this part that are applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
          "role": "foreign-source conversion condition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        },
        {
          "pinpoint": "Utah Code § 16-1a-1002(1)(b)",
          "quote": "a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation.",
          "role": "inbound domestication condition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Foreign conversion and domestication involving a Utah business corporation require authorization under the paired foreign jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-1002(1)(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction; and",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Utah uses the term 'domestication' for a same-type jurisdictional move of a business corporation.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-101(40)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Domestication\" means a transaction authorized under Part 10, Domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in Utah's complete conversion and domestication parts for a business corporation.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Utah Code § 16-1a-904(2)",
          "quote": "A conversion of a foreign converting entity does not take effect until the foreign entity approves the conversion in accordance with the law of the foreign entity's jurisdiction of formation.",
          "role": "foreign conversion approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        },
        {
          "pinpoint": "Utah Code § 16-1a-1004(1)",
          "quote": "A plan of domestication does not take effect unless: a domestic domesticating entity approves the plan of domestication: in accordance with the requirements, if any, of the domestic domesticating entity's organic rules for the approval of a domestication; if the domestic domesticating entity's rules do not provide for approval of a domestication, in accordance with the requirements, if any, of the domestic domesticating entity's organic law and organic rules for the approval of: for an entity that is not a business corporation or limited cooperative association, a merger, as if the domestication were a merger; for a business corporation, a merger requiring approval for a vote of the interest holders of the business corporation, as if the domestication was that type of merger; or for a limited cooperative association, a transaction under this part; or by each interest holder of the entity entitled to vote on or consent to any matter if: for an entity that is not a business corporation or a limited cooperative association, the business corporation's or limited cooperative association's organic law or organic rules do not provide for the approval of a domestication or merger; or for a limited cooperative association, the limited cooperative association's organic law or organic rules do not provide for the approval of a domestication or a transaction under this part; each interest holder that will have interest holder liability for a debt, obligation, or other liability that a domesticated entity incurs after the domestication takes effect approves the domestication in a record; and for an entity that is not a business corporation or a nonprofit corporation, the entity shall comply with the provisions of Subsection (1)(b) , unless: the organic rules of the entity contain a provision in a record for the approval of a domestication or merger in which some or all of the entity's interest holders become subject to interest holder liability by the vote or consent of fewer than all the interest holders; and the interest holder consented in a record to or voted for the provision described in Subsection (1)(c)(i) or became an interest holder after the adoption of the provision.",
          "role": "domestication approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        },
        {
          "pinpoint": "Utah Code § 16-1a-1004(2)",
          "quote": "A domestication of a foreign domesticating entity does not take effect unless the foreign domesticating entity approves the domestication in accordance with the law of the foreign entity's jurisdiction of formation.",
          "role": "foreign domestication approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Utah LLC follows its organic rules, then the statutory merger fallback, with recorded consent from any holder assuming post-transaction liability.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-904(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A plan of conversion does not take effect unless: a domestic converting entity approves the plan of conversion: in accordance with the requirements, if any, in the domestic converting entity's organic rules for approval of a conversion; if the domestic converting entity's organic rules do not provide for the approval of a conversion, in accordance with the requirements, if any, in the converting entity's organic law and organic rules for the approval of: for an entity that is not a business corporation or a limited cooperative association, a merger, as if the conversion were a merger; for a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; and for a limited cooperative association, a transaction authorized under this part; or by each interest holder of the entity that is entitled to vote on or consent to any matter if: for an entity that is not a business corporation or a limited cooperative association, the entity's organic law and organic rules do not provide for the approval of a conversion or a merger; or for a limited cooperative association, the limited cooperative association's organic law and organic rules do not provide for the approval of a conversion or a transaction under this part; each interest holder of a domestic converting entity that will have interest holder liability for a debt, obligation, or other liability that the domestic converting entity incurs after the conversion approves the plan of conversion in a record; and for an entity that is not a business corporation or a nonprofit corporation, the entity complies with the provisions of Subsection (1)(b) , unless: the organic rules of the entity contain a provision that provides in a record for the approval of an interest exchange or a merger in which some or all of the entity's interest holders become subject to interest holder liability by the vote or consent of fewer than all the interest holders; and the interest holders consent in a record to or vote for the provision described in Subsection (1)(c)(i) or became an interest holder after the adoption of the provision.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Utah Code § 16-1a-1007(1)",
          "quote": "When a domestication takes effect: the domesticated entity is: organized under and subject to the organic law of the domesticated entity; and the same entity without interruption as the domesticating entity; all of the domesticating entity's property continues to be vested in the domesticated entity without transfer, reversion, or impairment; each debt, obligation, and other liability of the domesticating entity continues as a debt, obligation, and other liability of the domesticated entity; except as otherwise provided by law or the plan of domestication, each right, privilege, immunity, power, and purpose of the domesticating entity remain in the domesticated entity; the name of the domesticated entity may be substituted for the name of the domesticating entity in a pending action or proceeding; if the domesticated entity is a filing entity the domesticated entity's public organic record takes effect; if the domesticated entity is a limited liability partnership, the domesticated entity's statement of qualification takes effect simultaneously with the domestication; the private organic rules of the domesticated entity that are to be in a record, if any, approved as part of the plan of domestication take effect; and each interest in the domesticating entity is converted to the extent and as approved in connection with the domestication; and each interest holder of the domesticating entity is entitled only to: the rights provided to the interest holder under the plan of domestication; any appraisal rights the interest holder has under Section 16-1a-708 ; and the rights provided to the interest holder under the domesticating entity's organic law; a person that did not have interest holder liability with respect to the domesticating entity and becomes subject to interest holder liability with respect to a domestic entity as a result of the domestication has interest holder liability: only to the extent provided by the organic law of the entity; and only for a debt, obligation, or other liability that the domesticating entity incurs after the domestication takes effect; and the following conditions apply to the interest holder liability of a person that no longer holds an interest in a domestic domesticating entity if the person had interest holder liability in the domestic domesticating entity: the domestication does not discharge any interest holder liability under the organic law of the domestic domesticating entity to the extent the person incurred the interest holder liability before the domestication takes effect; the person does not have interest holder liability under the organic law of the domestic domesticating entity for a debt, obligation, or other liability that the domesticated entity incurs after the domesticating takes effect; the organic law of the domestic domesticating entity continues to apply to the release, collection, or discharge of any interest holder liability preserved under Subsection (1)(k)(i) as if the domestication does not occur; and the person has whatever rights of contribution from any other person as provided by other law or the organic rules of the domestic domesticating entity with respect to any interest holder liability preserved under Subsection (1)(k)(i) as if the domestication does not occur.",
          "role": "domestication effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion or domestication continues the LLC without interruption and preserves its property, liabilities, rights, rules, and interests.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-907(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "When a conversion takes effect: the converted entity is: organized under and subject to the organic law of the converted entity; and the same entity without interruption as the converting entity; all property of the converting entity continues to be vested in the converted entity without transfer, reversion, or impairment; each debt, obligation, and other liability of the converting entity continues as a debt, obligation, and other liability of the converted entity; except as otherwise provided by law or the plan of conversion, each right, privilege, immunity, power, and purpose of the converting entity remain in the converted entity; the name of the converted entity may be substituted for the name of the converting entity in a pending action or proceeding; if a converted entity is a filing entity, the converted entity's public organic record takes effect; if the converted entity is a limited liability partnership, the converted entity's statement of qualification is effective; the private organic rules of the converted entity that are to be in a record, if any, approved as part of the plan of conversion take effect; each interest in the converting entity is converted, and each interest holder of the converting entity is entitled only to: the rights provided to the interest holder under the plan of conversion; appraisal rights described in Section 16-1a-708 ; and the converting entity's organic law; a person that did not have interest holder liability with respect to the converting entity and becomes subject to interest holder liability with respect to a domestic entity as a result of the conversion has interest holder liability: only to the extent provided by the organic law of the entity; and only for a debt, obligation, or other liability that the converting entity incurs after the conversion takes effect; the following conditions apply to the interest holder liability of a person that no longer holds an interest in a domestic converting entity if the person had interest holder liability in the domestic converting entity: the conversion does not discharge any interest holder liability under the organic law of the domestic converting entity to the extent the person incurred the interest holder liability before the conversion takes effect; the person does not have interest holder liability under the organic law of the domestic converting entity for a debt, obligation, or other liability that the converted entity incurs after the conversion takes effect; the organic law of the domestic converting entity continues to apply to the release, collection, or discharge of any interest holder liability preserved under Subsection (1)(k)(i) as if the conversion does not occur; and the person has whatever rights of contribution from any other person as provided by other law or the organic rules of the domestic converting entity with respect to any interest holder liability preserved under Subsection (1)(k)(i) as if the conversion does not occur; and a person may serve a foreign entity that is the converted entity with process in this state for the collection and enforcement of any of the foreign entity's debts, obligations, and other liabilities in accordance with applicable law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.llc.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "Utah Code § 16-1a-902(1)",
          "quote": "By complying with this part, a domestic entity may become: a domestic entity that is a different type of entity; or a foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
          "role": "domestic-source conversion authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A different foreign entity type may convert into a Utah LLC if its formation jurisdiction authorizes the conversion; domestic sources use Section 902(1).",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-902(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with the provisions of this part that are applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Utah LLC may convert to a different domestic entity type, or to a foreign type if the destination law authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-902(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with this part, a domestic entity may become: a domestic entity that is a different type of entity; or a foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign LLC may domesticate into Utah as the same entity type if its formation jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-1002(1)(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Utah LLC may domesticate to a foreign jurisdiction as the same entity type if that jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-1002(1)(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction; and",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Any statutory entity type other than a LLC may be a conversion source; foreign sources also need authorization under their formation law.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-101(41)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\" means: a business corporation; a nonprofit corporation; a partnership; a decentralized autonomous organization; a limited liability partnership; a limited partnership; a limited liability limited partnership; a limited liability company; a limited cooperative association; an unincorporated nonprofit association; a statutory trust, business trust, or common-law business trust; or another person that has: a legal existence separate from an interest holder of that person; or the power to acquire an interest in real property in the person's own name. \"Entity\" does not include: an individual; a trust with a predominantly donative purpose; a charitable trust; an association or relationship that is not a partnership solely by reason of Subsection 16-18-202(3) or a similar provision of the law of another jurisdiction; a decedent's estate; or a government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Utah LLC may convert to any other statutory entity type; a foreign target also requires authorization under its formation law.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-101(41)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\" means: a business corporation; a nonprofit corporation; a partnership; a decentralized autonomous organization; a limited liability partnership; a limited partnership; a limited liability limited partnership; a limited liability company; a limited cooperative association; an unincorporated nonprofit association; a statutory trust, business trust, or common-law business trust; or another person that has: a legal existence separate from an interest holder of that person; or the power to acquire an interest in real property in the person's own name. \"Entity\" does not include: an individual; a trust with a predominantly donative purpose; a charitable trust; an association or relationship that is not a partnership solely by reason of Subsection 16-18-202(3) or a similar provision of the law of another jurisdiction; a decedent's estate; or a government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No conversion- or domestication-specific filing-fee locator is stated in current Title 16, Chapter 1a for a LLC.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Utah Code § 16-1a-906(2)",
          "quote": "A statement of conversion shall contain: the converting entity's name, jurisdiction of formation, and type of entity; the converted entity's name, jurisdiction of formation, and type of entity; if the statement of conversion is not to be effective upon filing, the later day and time on which the statement of conversion will take effect, which may not be more than 90 days after the day on which the division files the statement of conversion; if the converting entity is a domestic entity, a statement that the converting entity approved the plan of conversion in accordance with Section 16-1a-904 ; or if the converting entity is a foreign entity, a statement that the converting entity approved the plan of conversion in accordance with the law of the converting entity's jurisdiction of formation; if the converting entity is a domestic entity, the converting entity's public organic record; if the converted entity is a domestic limited liability partnership, the converted entity's statement of qualification; and 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.",
          "role": "conversion statement contents",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        },
        {
          "pinpoint": "Utah Code § 16-1a-1006(1)",
          "quote": "A domesticating entity shall sign a statement of domestication and deliver the statement of domestication to the division for filing.",
          "role": "domestication filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        },
        {
          "pinpoint": "Utah Code § 16-1a-1006(2)",
          "quote": "A statement of domestication shall contain: the domesticating entity's name, jurisdiction of formation, and type of entity; the domesticated entity's name, jurisdiction of formation, and type of entity; if the statement of domestication is not to be effective upon filing, the later day and time on which the statement of domestication will take effect, which may not be more than 90 days after the day on which the division files the statement of domestication; if the domesticated entity is a domestic entity, a statement that the domesticating entity approved the plan of domestication in accordance with Section 16-1a-1004 ; or if the domesticating entity is a foreign entity, a statement that the domesticating entity approved the plan of domestication in accordance with the law of the domesticating entity's jurisdiction of formation; if the domesticated entity is a domestic filing entity, the domesticated entity's public organic record; if the domesticated entity is a domestic limited liability partnership, the domesticated entity's statement of qualification; and if the domesticated 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.",
          "role": "domestication statement contents",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A LLC uses a plan and files a statement of conversion or domestication with the Division; the statement includes the transaction parties and organic records.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-906(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A converting entity shall sign a statement of conversion and deliver the statement of conversion to the division for filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.llc.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "Utah Code § 16-1a-902(2)",
          "quote": "By complying with the provisions of this part that are applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
          "role": "foreign-source conversion condition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        },
        {
          "pinpoint": "Utah Code § 16-1a-1002(1)(b)",
          "quote": "a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation.",
          "role": "inbound domestication condition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Foreign conversion and domestication involving a Utah LLC require authorization under the paired foreign jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-1002(1)(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction; and",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Utah uses the term 'domestication' for a same-type jurisdictional move of a LLC.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-101(40)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Domestication\" means a transaction authorized under Part 10, Domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in Utah's complete conversion and domestication parts for a LLC.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Utah Code § 16-1a-904(2)",
          "quote": "A conversion of a foreign converting entity does not take effect until the foreign entity approves the conversion in accordance with the law of the foreign entity's jurisdiction of formation.",
          "role": "foreign conversion approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        },
        {
          "pinpoint": "Utah Code § 16-1a-1004(1)",
          "quote": "A plan of domestication does not take effect unless: a domestic domesticating entity approves the plan of domestication: in accordance with the requirements, if any, of the domestic domesticating entity's organic rules for the approval of a domestication; if the domestic domesticating entity's rules do not provide for approval of a domestication, in accordance with the requirements, if any, of the domestic domesticating entity's organic law and organic rules for the approval of: for an entity that is not a business corporation or limited cooperative association, a merger, as if the domestication were a merger; for a business corporation, a merger requiring approval for a vote of the interest holders of the business corporation, as if the domestication was that type of merger; or for a limited cooperative association, a transaction under this part; or by each interest holder of the entity entitled to vote on or consent to any matter if: for an entity that is not a business corporation or a limited cooperative association, the business corporation's or limited cooperative association's organic law or organic rules do not provide for the approval of a domestication or merger; or for a limited cooperative association, the limited cooperative association's organic law or organic rules do not provide for the approval of a domestication or a transaction under this part; each interest holder that will have interest holder liability for a debt, obligation, or other liability that a domesticated entity incurs after the domestication takes effect approves the domestication in a record; and for an entity that is not a business corporation or a nonprofit corporation, the entity shall comply with the provisions of Subsection (1)(b) , unless: the organic rules of the entity contain a provision in a record for the approval of a domestication or merger in which some or all of the entity's interest holders become subject to interest holder liability by the vote or consent of fewer than all the interest holders; and the interest holder consented in a record to or voted for the provision described in Subsection (1)(c)(i) or became an interest holder after the adoption of the provision.",
          "role": "domestication approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        },
        {
          "pinpoint": "Utah Code § 16-1a-1004(2)",
          "quote": "A domestication of a foreign domesticating entity does not take effect unless the foreign domesticating entity approves the domestication in accordance with the law of the foreign entity's jurisdiction of formation.",
          "role": "foreign domestication approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Utah limited partnership follows its organic rules, then the statutory merger fallback, with recorded consent from any holder assuming post-transaction liability.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-904(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A plan of conversion does not take effect unless: a domestic converting entity approves the plan of conversion: in accordance with the requirements, if any, in the domestic converting entity's organic rules for approval of a conversion; if the domestic converting entity's organic rules do not provide for the approval of a conversion, in accordance with the requirements, if any, in the converting entity's organic law and organic rules for the approval of: for an entity that is not a business corporation or a limited cooperative association, a merger, as if the conversion were a merger; for a business corporation, a merger requiring approval by a vote of the interest holders of the business corporation, as if the conversion were that type of merger; and for a limited cooperative association, a transaction authorized under this part; or by each interest holder of the entity that is entitled to vote on or consent to any matter if: for an entity that is not a business corporation or a limited cooperative association, the entity's organic law and organic rules do not provide for the approval of a conversion or a merger; or for a limited cooperative association, the limited cooperative association's organic law and organic rules do not provide for the approval of a conversion or a transaction under this part; each interest holder of a domestic converting entity that will have interest holder liability for a debt, obligation, or other liability that the domestic converting entity incurs after the conversion approves the plan of conversion in a record; and for an entity that is not a business corporation or a nonprofit corporation, the entity complies with the provisions of Subsection (1)(b) , unless: the organic rules of the entity contain a provision that provides in a record for the approval of an interest exchange or a merger in which some or all of the entity's interest holders become subject to interest holder liability by the vote or consent of fewer than all the interest holders; and the interest holders consent in a record to or vote for the provision described in Subsection (1)(c)(i) or became an interest holder after the adoption of the provision.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.lp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Utah Code § 16-1a-1007(1)",
          "quote": "When a domestication takes effect: the domesticated entity is: organized under and subject to the organic law of the domesticated entity; and the same entity without interruption as the domesticating entity; all of the domesticating entity's property continues to be vested in the domesticated entity without transfer, reversion, or impairment; each debt, obligation, and other liability of the domesticating entity continues as a debt, obligation, and other liability of the domesticated entity; except as otherwise provided by law or the plan of domestication, each right, privilege, immunity, power, and purpose of the domesticating entity remain in the domesticated entity; the name of the domesticated entity may be substituted for the name of the domesticating entity in a pending action or proceeding; if the domesticated entity is a filing entity the domesticated entity's public organic record takes effect; if the domesticated entity is a limited liability partnership, the domesticated entity's statement of qualification takes effect simultaneously with the domestication; the private organic rules of the domesticated entity that are to be in a record, if any, approved as part of the plan of domestication take effect; and each interest in the domesticating entity is converted to the extent and as approved in connection with the domestication; and each interest holder of the domesticating entity is entitled only to: the rights provided to the interest holder under the plan of domestication; any appraisal rights the interest holder has under Section 16-1a-708 ; and the rights provided to the interest holder under the domesticating entity's organic law; a person that did not have interest holder liability with respect to the domesticating entity and becomes subject to interest holder liability with respect to a domestic entity as a result of the domestication has interest holder liability: only to the extent provided by the organic law of the entity; and only for a debt, obligation, or other liability that the domesticating entity incurs after the domestication takes effect; and the following conditions apply to the interest holder liability of a person that no longer holds an interest in a domestic domesticating entity if the person had interest holder liability in the domestic domesticating entity: the domestication does not discharge any interest holder liability under the organic law of the domestic domesticating entity to the extent the person incurred the interest holder liability before the domestication takes effect; the person does not have interest holder liability under the organic law of the domestic domesticating entity for a debt, obligation, or other liability that the domesticated entity incurs after the domesticating takes effect; the organic law of the domestic domesticating entity continues to apply to the release, collection, or discharge of any interest holder liability preserved under Subsection (1)(k)(i) as if the domestication does not occur; and the person has whatever rights of contribution from any other person as provided by other law or the organic rules of the domestic domesticating entity with respect to any interest holder liability preserved under Subsection (1)(k)(i) as if the domestication does not occur.",
          "role": "domestication effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion or domestication continues the limited partnership without interruption and preserves its property, liabilities, rights, rules, and interests.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-907(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "When a conversion takes effect: the converted entity is: organized under and subject to the organic law of the converted entity; and the same entity without interruption as the converting entity; all property of the converting entity continues to be vested in the converted entity without transfer, reversion, or impairment; each debt, obligation, and other liability of the converting entity continues as a debt, obligation, and other liability of the converted entity; except as otherwise provided by law or the plan of conversion, each right, privilege, immunity, power, and purpose of the converting entity remain in the converted entity; the name of the converted entity may be substituted for the name of the converting entity in a pending action or proceeding; if a converted entity is a filing entity, the converted entity's public organic record takes effect; if the converted entity is a limited liability partnership, the converted entity's statement of qualification is effective; the private organic rules of the converted entity that are to be in a record, if any, approved as part of the plan of conversion take effect; each interest in the converting entity is converted, and each interest holder of the converting entity is entitled only to: the rights provided to the interest holder under the plan of conversion; appraisal rights described in Section 16-1a-708 ; and the converting entity's organic law; a person that did not have interest holder liability with respect to the converting entity and becomes subject to interest holder liability with respect to a domestic entity as a result of the conversion has interest holder liability: only to the extent provided by the organic law of the entity; and only for a debt, obligation, or other liability that the converting entity incurs after the conversion takes effect; the following conditions apply to the interest holder liability of a person that no longer holds an interest in a domestic converting entity if the person had interest holder liability in the domestic converting entity: the conversion does not discharge any interest holder liability under the organic law of the domestic converting entity to the extent the person incurred the interest holder liability before the conversion takes effect; the person does not have interest holder liability under the organic law of the domestic converting entity for a debt, obligation, or other liability that the converted entity incurs after the conversion takes effect; the organic law of the domestic converting entity continues to apply to the release, collection, or discharge of any interest holder liability preserved under Subsection (1)(k)(i) as if the conversion does not occur; and the person has whatever rights of contribution from any other person as provided by other law or the organic rules of the domestic converting entity with respect to any interest holder liability preserved under Subsection (1)(k)(i) as if the conversion does not occur; and a person may serve a foreign entity that is the converted entity with process in this state for the collection and enforcement of any of the foreign entity's debts, obligations, and other liabilities in accordance with applicable law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "Utah Code § 16-1a-902(1)",
          "quote": "By complying with this part, a domestic entity may become: a domestic entity that is a different type of entity; or a foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
          "role": "domestic-source conversion authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A different foreign entity type may convert into a Utah limited partnership if its formation jurisdiction authorizes the conversion; domestic sources use Section 902(1).",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-902(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with the provisions of this part that are applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Utah limited partnership may convert to a different domestic entity type, or to a foreign type if the destination law authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-902(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "By complying with this part, a domestic entity may become: a domestic entity that is a different type of entity; or a foreign entity that is a different type of entity, if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign limited partnership may domesticate into Utah as the same entity type if its formation jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-1002(1)(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Utah limited partnership may domesticate to a foreign jurisdiction as the same entity type if that jurisdiction authorizes the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-1002(1)(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction; and",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Any statutory entity type other than a limited partnership may be a conversion source; foreign sources also need authorization under their formation law.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-101(41)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\" means: a business corporation; a nonprofit corporation; a partnership; a decentralized autonomous organization; a limited liability partnership; a limited partnership; a limited liability limited partnership; a limited liability company; a limited cooperative association; an unincorporated nonprofit association; a statutory trust, business trust, or common-law business trust; or another person that has: a legal existence separate from an interest holder of that person; or the power to acquire an interest in real property in the person's own name. \"Entity\" does not include: an individual; a trust with a predominantly donative purpose; a charitable trust; an association or relationship that is not a partnership solely by reason of Subsection 16-18-202(3) or a similar provision of the law of another jurisdiction; a decedent's estate; or a government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A Utah limited partnership may convert to any other statutory entity type; a foreign target also requires authorization under its formation law.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-101(41)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Entity\" means: a business corporation; a nonprofit corporation; a partnership; a decentralized autonomous organization; a limited liability partnership; a limited partnership; a limited liability limited partnership; a limited liability company; a limited cooperative association; an unincorporated nonprofit association; a statutory trust, business trust, or common-law business trust; or another person that has: a legal existence separate from an interest holder of that person; or the power to acquire an interest in real property in the person's own name. \"Entity\" does not include: an individual; a trust with a predominantly donative purpose; a charitable trust; an association or relationship that is not a partnership solely by reason of Subsection 16-18-202(3) or a similar provision of the law of another jurisdiction; a decedent's estate; or a government or a governmental subdivision, agency, or instrumentality.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No conversion- or domestication-specific filing-fee locator is stated in current Title 16, Chapter 1a for a limited partnership.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Utah Code § 16-1a-906(2)",
          "quote": "A statement of conversion shall contain: the converting entity's name, jurisdiction of formation, and type of entity; the converted entity's name, jurisdiction of formation, and type of entity; if the statement of conversion is not to be effective upon filing, the later day and time on which the statement of conversion will take effect, which may not be more than 90 days after the day on which the division files the statement of conversion; if the converting entity is a domestic entity, a statement that the converting entity approved the plan of conversion in accordance with Section 16-1a-904 ; or if the converting entity is a foreign entity, a statement that the converting entity approved the plan of conversion in accordance with the law of the converting entity's jurisdiction of formation; if the converting entity is a domestic entity, the converting entity's public organic record; if the converted entity is a domestic limited liability partnership, the converted entity's statement of qualification; and 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.",
          "role": "conversion statement contents",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        },
        {
          "pinpoint": "Utah Code § 16-1a-1006(1)",
          "quote": "A domesticating entity shall sign a statement of domestication and deliver the statement of domestication to the division for filing.",
          "role": "domestication filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        },
        {
          "pinpoint": "Utah Code § 16-1a-1006(2)",
          "quote": "A statement of domestication shall contain: the domesticating entity's name, jurisdiction of formation, and type of entity; the domesticated entity's name, jurisdiction of formation, and type of entity; if the statement of domestication is not to be effective upon filing, the later day and time on which the statement of domestication will take effect, which may not be more than 90 days after the day on which the division files the statement of domestication; if the domesticated entity is a domestic entity, a statement that the domesticating entity approved the plan of domestication in accordance with Section 16-1a-1004 ; or if the domesticating entity is a foreign entity, a statement that the domesticating entity approved the plan of domestication in accordance with the law of the domesticating entity's jurisdiction of formation; if the domesticated entity is a domestic filing entity, the domesticated entity's public organic record; if the domesticated entity is a domestic limited liability partnership, the domesticated entity's statement of qualification; and if the domesticated 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.",
          "role": "domestication statement contents",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A limited partnership uses a plan and files a statement of conversion or domestication with the Division; the statement includes the transaction parties and organic records.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-906(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A converting entity shall sign a statement of conversion and deliver the statement of conversion to the division for filing.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.lp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "Utah Code § 16-1a-902(2)",
          "quote": "By complying with the provisions of this part that are applicable to foreign entities, a foreign entity may become a domestic entity that is a different type of entity if the conversion is authorized by the law of the foreign entity's jurisdiction of formation.",
          "role": "foreign-source conversion condition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        },
        {
          "pinpoint": "Utah Code § 16-1a-1002(1)(b)",
          "quote": "a foreign entity may become a domestic entity of the same type of entity in this state if the domestication is authorized by the law of the foreign entity's jurisdiction of formation.",
          "role": "inbound domestication condition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
          "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
          "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Foreign conversion and domestication involving a Utah limited partnership require authorization under the paired foreign jurisdiction's law.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-1002(1)(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "a domestic entity may become a domestic entity of the same type of entity in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction; and",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Utah uses the term 'domestication' for a same-type jurisdictional move of a limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "Utah Code § 16-1a-101(40)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Domestication\" means a transaction authorized under Part 10, Domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#UT.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in Utah's complete conversion and domestication parts for a limited partnership.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/UT/snapshots/c50/UT/dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f.xml",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "dbe02f76a4b042b8a669aa37c6aaa67d2f8e026e66870c9feffe35bc559ddc9f",
      "source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §13.1-722.3",
          "quote": "§ 13.1-722.3. Action on a plan of domestication of a domestic corporation. In the case of a domestication of a domestic corporation into a foreign jurisdiction, the plan of domestication shall be adopted in the following manner: 1. The plan of domestication shall first be adopted by the board of directors. 2. After adopting the plan of domestication the board of directors shall submit the plan to the shareholders for their approval. In submitting the plan of domestication to the shareholders for approval, the board of directors shall recommend that the shareholders approve the plan, unless the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation, in which case the board of directors shall inform the shareholders of the basis for that determination. 3. The board of directors may set conditions for approval of the plan of domestication by the shareholders or the effectiveness of the plan of domestication. 4. If the approval of the shareholders is to be sought at a shareholders meeting, the corporation shall notify each shareholder, regardless of whether entitled to vote, of the meeting of shareholders at which the plan of domestication is to be submitted for approval. The notice shall state that the purpose, or one of the purposes, of the meeting is to consider the plan of domestication and shall contain or be accompanied by a copy or summary of the plan. The notice shall include or be accompanied by a copy of the articles of incorporation and the bylaws as they will be in effect immediately after the domestication. 5. Unless the articles of incorporation or the board of directors, acting pursuant to subdivision 3, require a greater vote, approval of the plan of domestication requires (i) the approval of the shareholders at a meeting at which a quorum exists consisting of more than two-thirds of the votes entitled to be cast on the plan and (ii) except as provided in subdivision 6, the approval of each class or series of shares voting as a separate voting group at the meeting at which a quorum of the voting group exists consisting of more than two-thirds of the votes entitled to be cast on the plan by that voting group. The articles of incorporation may provide for a greater or lesser vote than that provided for in this section so long as the vote provided for is not less than a majority of all votes cast on the plan by each voting group entitled to vote on the plan at a meeting at which a quorum of the voting group exists. 6. The articles of incorporation may expressly limit or eliminate the separate voting rights provided in clause (ii) of subdivision 5 as to any class or series of shares, except when the articles of incorporation of the foreign corporation resulting from the domestication include what would be in effect an amendment that would entitle the class or series to vote as a separate group under § 13.1-708 if it were a proposed amendment of the articles of incorporation of the domestic domesticating corporation. 7. If as a result of a domestication one or more shareholders of a domestic domesticating corporation would become subject to interest holder liability, approval of the plan of domestication shall require the signing in connection with the domestication, by each such shareholder, of a separate written consent to become subject to such interest holder liability, unless in the case of a shareholder that already has interest holder liability with respect to the domesticating corporation, the terms and conditions of the interest holder liability with respect to the domesticated corporation are substantially identical to those of the existing interest holder liability, other than for changes that eliminate or reduce such interest holder liability. 2001, c. 545 ; 2002, c. 1 ; 2019, c. 734 .",
          "role": "domestication approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-1.html/VA/695ab38247c64f939c97858f5a980160d72f7aa8b94de875a82bf1f46ebfda9f.html",
          "source_sha256": "695ab38247c64f939c97858f5a980160d72f7aa8b94de875a82bf1f46ebfda9f",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.1/"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The board adopts and shareholders approve outbound corporate plans under the stated voting and interest-holder-liability consent rules.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-722.11",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 13.1-722.11. Action on plan of conversion. A. In the case of a conversion of a domestic corporation to a domestic or foreign eligible entity, the plan of conversion shall be adopted in the following manner: 1. The plan of conversion shall first be adopted by the board of directors. 2. After adopting the plan of conversion, the board of directors shall submit the plan to the shareholders for their approval. In submitting the plan of conversion to the shareholders for their approval, the board of directors shall recommend that the shareholders approve the plan unless the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation, in which case the board of directors shall inform the shareholders of the basis for that determination. 3. The board of directors may set conditions for approval of the plan of conversion by the shareholders or the effectiveness of the plan of conversion. 4. If the approval of the shareholders is to be sought at a shareholders meeting, the corporation shall notify each shareholder, regardless of whether entitled to vote, of the meeting of shareholders at which the plan of conversion is to be submitted for approval. The notice shall state that the purpose, or one of the purposes, of the meeting is to consider the plan of conversion and shall contain or be accompanied by a copy or summary of the plan. The notice must include or be accompanied by a copy of the organic rules of the converted entity, which are to be in writing as they will be in effect immediately after the conversion. 5. Unless the articles of incorporation or the board of directors acting pursuant to subdivision 3, requires a greater vote, approval of the plan of conversion requires (i) the approval of the shareholders at a meeting at which a quorum exists consisting of more than two thirds of the votes entitled to be cast on the plan and (ii) the approval of each class or series of shares voting as a separate voting group at a meeting at which a quorum of the voting group exists consisting of more than two thirds of the votes entitled to be cast on the plan by that voting group. The articles of incorporation may provide for a greater or lesser vote than that provided in this subsection or a vote by separate voting groups so long as the vote provided for is not less than a majority of all votes cast on the plan by each voting group entitled to vote on the plan at a meeting at which a quorum of the voting group exists. B. In the case of a conversion of a domestic eligible entity to a domestic corporation, the plan of conversion shall be adopted in accordance with subsection B of § 13.1-722.9 . C. If as a result of the conversion one or more shareholders of the converting domestic corporation would become subject to interest holder liability, approval of the plan of conversion shall require the signing in connection with the transaction, by each such shareholder, of a separate written consent to become subject to such interest holder liability. 2001, c. 545 ; 2002, c. 1 ; 2012, c. 130 ; 2016, c. 288 ; 2019, c. 734 ; 2020, c. 1226 .",
      "readiness": "ready",
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      "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §13.1-722.7:1",
          "quote": "§ 13.1-722.7:1. Effect of domestication. A. When a domestication of a foreign corporation into a domestic corporation becomes effective: 1. All property owned by, and every contract right possessed by, the domesticating corporation are the property and contract rights of the domesticated corporation without transfer, reversion, or impairment; 2. All debts, obligations, and other liabilities of the domesticating corporation are the debts, obligations, and other liabilities of the domesticated corporation; 3. The name of the domesticated corporation may, but need not, be substituted for the name of the domesticating corporation in any pending proceeding; 4. The articles of incorporation and bylaws of the domesticated corporation become effective; 5. The shares of the domesticating corporation are reclassified into shares or other securities, obligations, rights to acquire shares or other securities, cash, or other property in accordance with the terms of the domestication, and the shareholders of the domesticating corporation are entitled only to the rights provided to them by those terms and to any appraisal rights they may have under the organic law of the domesticating corporation; 6. The domesticated corporation is: a. Incorporated under and subject to the organic law of the domesticated corporation; b. The same corporation without interruption as the domesticating corporation; and c. Deemed to have been incorporated on the date the domesticating corporation was originally incorporated; and 7. If the foreign corporation has a certificate of authority to transact business in the Commonwealth, its certificate of authority is deemed withdrawn. B. When a domestication of a domestic corporation into a foreign jurisdiction becomes effective, the domesticated corporation is deemed to: 1. Appoint the clerk of the Commission as an agent for service of process in any proceeding (i) to enforce the rights of shareholders who exercise appraisal rights in connection with the domestication or (ii) based on a cause of action against the domesticating domestic corporation arising during the time it was in existence under the laws of the Commonwealth, which service of process shall be made on the clerk in accordance with § 12.1-19.1 ; and 2. Agree that it will promptly pay the amount, if any, to which such shareholders are entitled under Article 15 (§ 13.1-729 et seq.). C. Except as otherwise provided in the organic law or organic rules of a domesticating foreign corporation, the interest holder liability of a shareholder in a foreign corporation that is domesticated into the Commonwealth who had interest holder liability in respect of such domesticating corporation before the domestication becomes effective shall be as follows: 1. The domestication does not discharge that prior interest holder liability with respect to any interest holder liabilities that arose before the domestication becomes effective. 2. The provisions of the organic law of the domesticating corporation shall continue to apply to the collection or discharge of any interest holder liabilities preserved by subdivision 1, as if the domestication had not occurred. 3. The shareholder shall have such rights of contribution from other persons as are provided by the organic law of the domesticating corporation with respect to any interest holder liabilities preserved by subdivision 1, as if the domestication had not occurred. 4. The shareholder shall not, by reason of such prior interest holder liability, have interest holder liability with respect to any interest holder liabilities preserved that arise after the domestication becomes effective. D. A shareholder who becomes subject to interest holder liability in respect of the domesticated corporation as a result of the domestication shall have such interest holder liability only in respect of interest holder liabilities that arise after the domestication becomes effective. E. A domestication does not constitute or cause the dissolution of the domesticating corporation. F. Property held for charitable purposes under the laws of the Commonwealth by a domestic or foreign corporation immediately before a domestication shall not, as a result of the transaction, be diverted from the objects for which it was donated, granted, devised, or otherwise transferred except and to the extent permitted by or pursuant to the laws of the Commonwealth addressing cy pres or dealing with nondiversion of charitable assets. G. A bequest, devise, gift, grant, or promise contained in a will or other instrument of donation, subscription, or conveyance which is made to the domesticating corporation and which takes effect or remains payable after the domestication inures to the domesticated corporation. H. A trust obligation that would govern property if transferred to the domesticating corporation applies to property that is transferred to the domesticated corporation after the domestication takes effect. 2019, c. 734 ; 2020, c. 1226 .",
          "role": "domestication effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-1.html/VA/695ab38247c64f939c97858f5a980160d72f7aa8b94de875a82bf1f46ebfda9f.html",
          "source_sha256": "695ab38247c64f939c97858f5a980160d72f7aa8b94de875a82bf1f46ebfda9f",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.1/"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Virginia preserves property, debts, proceedings, and uninterrupted entity continuity for corporate conversion and domestication.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-722.13",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 13.1-722.13. Effect of conversion. A. When a conversion becomes effective: 1. All property owned by, and every contract right possessed by, the converting entity remains the property and contract rights of the converted entity without reversion or impairment; 2. All debts, obligations, and other liabilities of the converting entity remain the debts, obligations, and other liabilities of the converted entity; 3. The name of the converted entity may, but need not, be substituted for the name of the converting entity in any pending action or proceeding; 4. If the converted entity is a filing entity or a domestic corporation or a domestic or foreign nonstock corporation, its public organic record and its private organic rules become effective; 5. If the converted entity is not a filing entity, its private organic rules become effective; 6. If the converted entity is a registered limited liability partnership, the filing required to become a registered limited liability partnership and its private organic rules become effective; 7. The shares or eligible interests of the converting entity are reclassified into shares, eligible interests, or other securities, obligations, rights to acquire shares, eligible interests or other securities, cash, or other property in accordance with the terms of the conversion, and the shareholders or interest holders of the converting entity are entitled only to the rights provided to them by those terms and to any appraisal rights they may have under the organic law of the converting entity; 8. The converted entity is: a. Incorporated or organized under and subject to the organic law of the converted entity; b. The same entity without interruption as the converting entity; and c. Deemed to have been incorporated or otherwise organized on the date that the converting entity was originally incorporated or organized. B. When a conversion of a domestic corporation to a foreign eligible entity becomes effective, the converted entity is deemed to: 1. Appoint the clerk of the Commission as an agent for service of process in any proceeding to (i) enforce the rights of shareholders who exercise appraisal rights in connection with the conversion or (ii) based on a cause of action against a nonsurviving domestic corporation arising during the time it was in existence under the laws of the Commonwealth, which service of process shall be made on the clerk in accordance with § 12.1-19.1 ; and 2. Agree that it will promptly pay the amount, if any, to which such shareholders are entitled under Article 15 (§ 13.1-729 et seq.). C. If the converting entity is a foreign eligible entity that is authorized or registered to transact business in the Commonwealth, its certificate of authority or registration shall be deemed withdrawn on the effective date of its conversion. D. Except as otherwise provided in the articles of incorporation of a domestic corporation or the organic law or organic rules of a foreign corporation or a domestic or a foreign eligible entity, a shareholder or eligible interest holder who becomes subject to interest holder liability in respect of a domestic corporation or eligible entity as a result of the conversion shall have such interest holder liability only in respect of interest holder liabilities that arise after the conversion becomes effective. E. Except as otherwise provided in the organic law or the organic rules of the eligible entity, the interest holder liability of an interest holder in a converting eligible entity that converts to a domestic corporation who had interest holder liability in respect of such converting eligible entity before the conversion becomes effective shall be as follows: 1. The conversion does not discharge that prior interest holder liability with respect to any interest holder liabilities that arose before the conversion became effective. 2. The provisions of the organic law of the eligible entity shall continue to apply to the collection or discharge of any interest holder liabilities preserved by subdivision 1, as if the conversion had not occurred. 3. The eligible interest holder shall have such rights of contribution from other persons as are provided by the organic law of the eligible entity with respect to any interest holder liabilities preserved by subdivision 1, as if the conversion had not occurred. 4. The eligible interest holder shall not, by reason of such prior interest holder liability, have interest holder liability with respect to any interest holder liabilities that arise after the conversion becomes effective. F. A conversion does not require the converting entity to wind up its affairs and does not constitute or cause the dissolution, termination, or cancellation of the entity. G. Property held for charitable purposes under the laws of the Commonwealth by a corporation or a domestic or foreign eligible entity immediately before a conversion shall not, as a result of the transaction, be diverted from the objects for which it was donated, granted, devised, or otherwise transferred except and to the extent permitted by or pursuant to the laws of the Commonwealth addressing cy pres or dealing with nondiversion of charitable assets. H. A bequest, devise, gift, grant, or promise contained in a will or other instrument of donation, subscription, or conveyance which is made to the converting entity and which takes effect or remains payable after the conversion inures to the converted entity. I. A trust obligation that would govern property if transferred to the converting entity applies to property that is transferred to the converted entity after the conversion takes effect. 2001, c. 545 ; 2002, c. 1 ; 2005, c. 765 ; 2015, c. 623 ; 2016, c. 288 ; 2019, c. 734 ; 2020, c. 1226 .",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-2.html/VA/f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745.html",
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      "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A domestic eligible entity, or a foreign eligible entity whose organic law permits, may convert into a Virginia stock corporation.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-722.9(B)-(C)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 13.1-722.9. Conversion. A. By complying with this article, a domestic corporation may become (i) a domestic eligible entity or (ii) a foreign eligible entity if the conversion is permitted by the organic law of the foreign entity. B. By complying with this article and applicable provisions of its organic law, a domestic eligible entity may become a domestic corporation. If procedures for the approval of a conversion are not provided by the organic law or organic rules of a domestic eligible entity, the conversion shall be adopted and approved in the same manner as a merger of that eligible entity. If the organic law or organic rules of a domestic eligible entity do not provide procedures for the approval of either a conversion or a merger, a plan of conversion may nonetheless be adopted and approved by the unanimous consent of all the interest holders of such eligible entity. In either such case, the conversion thereafter may be effected as provided in the other provisions of this article, and for purposes of applying this article in such a case: 1. The eligible entity, its members or interest holders, eligible interests, and organic rules taken together, shall be deemed to be a domestic corporation, shareholders, shares, and articles of incorporation, respectively and vice versa, as the context may require; and 2. If the business and affairs of the eligible entity are managed by a person or persons that are not identical to the members or interest holders, that person or persons shall be deemed to be the board of directors. C. By complying with the provisions of this article applicable to foreign entities, a foreign eligible entity may become a domestic corporation if the organic law of the foreign eligible entity permits it to become a corporation in another jurisdiction and it has complied with said law in effecting the conversion. D. Notwithstanding the provisions of subsection B, unless otherwise provided for in Chapter 2.2 (§ 50-73.79 et seq.) of Title 50, a domestic partnership that has filed either a statement of partnership authority or a statement of registration as a registered limited liability partnership with the Commission that is not canceled may become a domestic corporation pursuant to a plan of conversion that is approved by the domestic partnership in accordance with the provisions of this article. 2001, c. 545 ; 2002, c. 1 ; 2016, c. 288 ; 2019, c. 734 ; 2020, c. 1226 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-2.html/VA/f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745.html",
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      "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Virginia stock corporation may convert to a domestic eligible entity or, if destination law permits, a foreign eligible entity.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-722.9(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 13.1-722.9. Conversion. A. By complying with this article, a domestic corporation may become (i) a domestic eligible entity or (ii) a foreign eligible entity if the conversion is permitted by the organic law of the foreign entity. B. By complying with this article and applicable provisions of its organic law, a domestic eligible entity may become a domestic corporation. If procedures for the approval of a conversion are not provided by the organic law or organic rules of a domestic eligible entity, the conversion shall be adopted and approved in the same manner as a merger of that eligible entity. If the organic law or organic rules of a domestic eligible entity do not provide procedures for the approval of either a conversion or a merger, a plan of conversion may nonetheless be adopted and approved by the unanimous consent of all the interest holders of such eligible entity. In either such case, the conversion thereafter may be effected as provided in the other provisions of this article, and for purposes of applying this article in such a case: 1. The eligible entity, its members or interest holders, eligible interests, and organic rules taken together, shall be deemed to be a domestic corporation, shareholders, shares, and articles of incorporation, respectively and vice versa, as the context may require; and 2. If the business and affairs of the eligible entity are managed by a person or persons that are not identical to the members or interest holders, that person or persons shall be deemed to be the board of directors. C. By complying with the provisions of this article applicable to foreign entities, a foreign eligible entity may become a domestic corporation if the organic law of the foreign eligible entity permits it to become a corporation in another jurisdiction and it has complied with said law in effecting the conversion. D. Notwithstanding the provisions of subsection B, unless otherwise provided for in Chapter 2.2 (§ 50-73.79 et seq.) of Title 50, a domestic partnership that has filed either a statement of partnership authority or a statement of registration as a registered limited liability partnership with the Commission that is not canceled may become a domestic corporation pursuant to a plan of conversion that is approved by the domestic partnership in accordance with the provisions of this article. 2001, c. 545 ; 2002, c. 1 ; 2016, c. 288 ; 2019, c. 734 ; 2020, c. 1226 .",
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      "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A foreign corporation may domesticate into Virginia if its organic law permits the domestication.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-722.2(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 13.1-722.2. Domestication. A. By complying with the provisions of this article applicable to foreign corporations, a foreign corporation may become a domestic corporation if the domestication is permitted by the organic law of the foreign corporation. B. By complying with the provisions of this article, a domestic corporation not required by law to be a domestic corporation may become a foreign corporation pursuant to a plan of domestication if the domestication is permitted by the organic law of the foreign corporation resulting from the domestication. C. The plan of domestication shall include: 1. The jurisdiction of formation and name of the domesticating corporation; 2. The name and jurisdiction of formation of the domesticated corporation; 3. The manner and basis of reclassifying the shares and any rights to acquire shares of the domesticating corporation into shares or other securities, obligations, rights to acquire shares or other securities, cash, other property, or any combination of the foregoing, if any; 4. If the domesticated corporation will be a domestic corporation, (i) the proposed amended and restated articles of incorporation of the domesticated corporation that satisfy the requirements of § 13.1-619 , provided that provisions not required to be included in restated articles of incorporation may be omitted, and (ii) the proposed bylaws of the domesticated corporation, which shall not be included with the articles of domestication delivered to the Commission for filing; and 5. The other terms and conditions of the domestication. D. In addition to the requirements of subsection C, a plan of domestication may contain any other provision not prohibited by law. E. The terms of a plan of domestication may be made dependent upon facts objectively ascertainable outside the plan in accordance with subsection L of § 13.1-604 . 2001, c. 545 ; 2002, c. 1 ; 2012, c. 130 ; 2019, c. 734 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-1.html/VA/695ab38247c64f939c97858f5a980160d72f7aa8b94de875a82bf1f46ebfda9f.html",
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      "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.1/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Virginia corporation not required to remain domestic may domesticate out if the resulting corporation's organic law permits it.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-722.2(B)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 13.1-722.2. Domestication. A. By complying with the provisions of this article applicable to foreign corporations, a foreign corporation may become a domestic corporation if the domestication is permitted by the organic law of the foreign corporation. B. By complying with the provisions of this article, a domestic corporation not required by law to be a domestic corporation may become a foreign corporation pursuant to a plan of domestication if the domestication is permitted by the organic law of the foreign corporation resulting from the domestication. C. The plan of domestication shall include: 1. The jurisdiction of formation and name of the domesticating corporation; 2. The name and jurisdiction of formation of the domesticated corporation; 3. The manner and basis of reclassifying the shares and any rights to acquire shares of the domesticating corporation into shares or other securities, obligations, rights to acquire shares or other securities, cash, other property, or any combination of the foregoing, if any; 4. If the domesticated corporation will be a domestic corporation, (i) the proposed amended and restated articles of incorporation of the domesticated corporation that satisfy the requirements of § 13.1-619 , provided that provisions not required to be included in restated articles of incorporation may be omitted, and (ii) the proposed bylaws of the domesticated corporation, which shall not be included with the articles of domestication delivered to the Commission for filing; and 5. The other terms and conditions of the domestication. D. In addition to the requirements of subsection C, a plan of domestication may contain any other provision not prohibited by law. E. The terms of a plan of domestication may be made dependent upon facts objectively ascertainable outside the plan in accordance with subsection L of § 13.1-604 . 2001, c. 545 ; 2002, c. 1 ; 2012, c. 130 ; 2019, c. 734 .",
      "readiness": "ready",
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      "rendered": "value",
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      "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.1/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §13.1-603, foreign-unincorporated-entity definition",
          "quote": "\"Foreign unincorporated entity\" means a foreign partnership, foreign limited liability company, foreign limited partnership, or foreign business trust.",
          "role": "specific foreign eligible entity types",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/va-code-13-1-603.html",
          "source_sha256": "045822e85c3e7b8969b5f784c1ac1987c2e5892b780a09807ae5c6a28ec5a626",
          "source_url": "https://law.lis.virginia.gov/vacode/title13.1/chapter9/section13.1-603/"
        },
        {
          "pinpoint": "Va. Code §13.1-603, domestic-unincorporated-entity definition",
          "quote": "\"Unincorporated entity\" or \"domestic unincorporated entity\" means a domestic partnership, limited liability company, limited partnership or business trust.",
          "role": "specific domestic eligible entity types",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/va-code-13-1-603.html",
          "source_sha256": "045822e85c3e7b8969b5f784c1ac1987c2e5892b780a09807ae5c6a28ec5a626",
          "source_url": "https://law.lis.virginia.gov/vacode/title13.1/chapter9/section13.1-603/"
        },
        {
          "pinpoint": "Va. Code §13.1-722.9(B)-(C)",
          "quote": "§ 13.1-722.9. Conversion. A. By complying with this article, a domestic corporation may become (i) a domestic eligible entity or (ii) a foreign eligible entity if the conversion is permitted by the organic law of the foreign entity. B. By complying with this article and applicable provisions of its organic law, a domestic eligible entity may become a domestic corporation. If procedures for the approval of a conversion are not provided by the organic law or organic rules of a domestic eligible entity, the conversion shall be adopted and approved in the same manner as a merger of that eligible entity. If the organic law or organic rules of a domestic eligible entity do not provide procedures for the approval of either a conversion or a merger, a plan of conversion may nonetheless be adopted and approved by the unanimous consent of all the interest holders of such eligible entity. In either such case, the conversion thereafter may be effected as provided in the other provisions of this article, and for purposes of applying this article in such a case: 1. The eligible entity, its members or interest holders, eligible interests, and organic rules taken together, shall be deemed to be a domestic corporation, shareholders, shares, and articles of incorporation, respectively and vice versa, as the context may require; and 2. If the business and affairs of the eligible entity are managed by a person or persons that are not identical to the members or interest holders, that person or persons shall be deemed to be the board of directors. C. By complying with the provisions of this article applicable to foreign entities, a foreign eligible entity may become a domestic corporation if the organic law of the foreign eligible entity permits it to become a corporation in another jurisdiction and it has complied with said law in effecting the conversion. D. Notwithstanding the provisions of subsection B, unless otherwise provided for in Chapter 2.2 (§ 50-73.79 et seq.) of Title 50, a domestic partnership that has filed either a statement of partnership authority or a statement of registration as a registered limited liability partnership with the Commission that is not canceled may become a domestic corporation pursuant to a plan of conversion that is approved by the domestic partnership in accordance with the provisions of this article. 2001, c. 545 ; 2002, c. 1 ; 2016, c. 288 ; 2019, c. 734 ; 2020, c. 1226 .",
          "role": "operative inbound authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-2.html/VA/f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745.html",
          "source_sha256": "f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Eligible sources are domestic or foreign unincorporated entities and domestic or foreign nonstock corporations, as defined by the Act.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-603",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Eligible entity\" means a domestic or foreign unincorporated entity or a domestic or foreign nonstock corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/va-code-13-1-603.html",
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      "source_class": "S1",
      "source_sha256": "045822e85c3e7b8969b5f784c1ac1987c2e5892b780a09807ae5c6a28ec5a626",
      "source_url": "https://law.lis.virginia.gov/vacode/title13.1/chapter9/section13.1-603/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §13.1-603, foreign-unincorporated-entity definition",
          "quote": "\"Foreign unincorporated entity\" means a foreign partnership, foreign limited liability company, foreign limited partnership, or foreign business trust.",
          "role": "specific foreign eligible entity types",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/va-code-13-1-603.html",
          "source_sha256": "045822e85c3e7b8969b5f784c1ac1987c2e5892b780a09807ae5c6a28ec5a626",
          "source_url": "https://law.lis.virginia.gov/vacode/title13.1/chapter9/section13.1-603/"
        },
        {
          "pinpoint": "Va. Code §13.1-603, domestic-unincorporated-entity definition",
          "quote": "\"Unincorporated entity\" or \"domestic unincorporated entity\" means a domestic partnership, limited liability company, limited partnership or business trust.",
          "role": "specific domestic eligible entity types",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/va-code-13-1-603.html",
          "source_sha256": "045822e85c3e7b8969b5f784c1ac1987c2e5892b780a09807ae5c6a28ec5a626",
          "source_url": "https://law.lis.virginia.gov/vacode/title13.1/chapter9/section13.1-603/"
        },
        {
          "pinpoint": "Va. Code §13.1-722.9(A)",
          "quote": "§ 13.1-722.9. Conversion. A. By complying with this article, a domestic corporation may become (i) a domestic eligible entity or (ii) a foreign eligible entity if the conversion is permitted by the organic law of the foreign entity. B. By complying with this article and applicable provisions of its organic law, a domestic eligible entity may become a domestic corporation. If procedures for the approval of a conversion are not provided by the organic law or organic rules of a domestic eligible entity, the conversion shall be adopted and approved in the same manner as a merger of that eligible entity. If the organic law or organic rules of a domestic eligible entity do not provide procedures for the approval of either a conversion or a merger, a plan of conversion may nonetheless be adopted and approved by the unanimous consent of all the interest holders of such eligible entity. In either such case, the conversion thereafter may be effected as provided in the other provisions of this article, and for purposes of applying this article in such a case: 1. The eligible entity, its members or interest holders, eligible interests, and organic rules taken together, shall be deemed to be a domestic corporation, shareholders, shares, and articles of incorporation, respectively and vice versa, as the context may require; and 2. If the business and affairs of the eligible entity are managed by a person or persons that are not identical to the members or interest holders, that person or persons shall be deemed to be the board of directors. C. By complying with the provisions of this article applicable to foreign entities, a foreign eligible entity may become a domestic corporation if the organic law of the foreign eligible entity permits it to become a corporation in another jurisdiction and it has complied with said law in effecting the conversion. D. Notwithstanding the provisions of subsection B, unless otherwise provided for in Chapter 2.2 (§ 50-73.79 et seq.) of Title 50, a domestic partnership that has filed either a statement of partnership authority or a statement of registration as a registered limited liability partnership with the Commission that is not canceled may become a domestic corporation pursuant to a plan of conversion that is approved by the domestic partnership in accordance with the provisions of this article. 2001, c. 545 ; 2002, c. 1 ; 2016, c. 288 ; 2019, c. 734 ; 2020, c. 1226 .",
          "role": "operative outbound authorization",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-2.html/VA/f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745.html",
          "source_sha256": "f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Virginia stock corporation may convert to a domestic or foreign unincorporated entity or nonstock corporation within the defined eligible-entity class.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-603",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Eligible entity\" means a domestic or foreign unincorporated entity or a domestic or foreign nonstock corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/va-code-13-1-603.html",
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      "source_class": "S1",
      "source_sha256": "045822e85c3e7b8969b5f784c1ac1987c2e5892b780a09807ae5c6a28ec5a626",
      "source_url": "https://law.lis.virginia.gov/vacode/title13.1/chapter9/section13.1-603/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.corp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §13.1-615.1",
          "quote": "§ 13.1-615.1. Charter and entrance fees for corporations Virginia General Assembly / LIS Learning Center / Privacy Policy / LIS home / Register Account / Login Session Information Bills & Resolutions State Budget Virginia Law Reports to the General Assembly Virginia Law Select Search Type All Code of Virginia Administrative Code Constitution Charters Authorities Compacts Uncodified Acts Code of Virginia Table of Contents » Title 13.1. Corporations » Chapter 9. Virginia Stock Corporation Act » Article 2. Fees » § 13.1-615.1. Charter and entrance fees for corporations Section Print PDF email Creating a Report: Check the sections you'd like to appear in the report, then use the \"Create Report\" button at the bottom of the page to generate your report. Once the report is generated you'll then have the option to download it as a pdf, print or email the report. Code of Virginia Title 13.1. Corporations Chapter 9. Virginia Stock Corporation Act 9/20/2026 § 13.1-615.1 . Charter and entrance fees for corporations. A. Every domestic corporation, upon the granting of its charter or upon its incorporation by domestication or conversion, shall pay a charter fee into the state treasury, and every foreign corporation, when it obtains from the State Corporation Commission a certificate of authority to transact business in the Commonwealth, shall pay an entrance fee into the state treasury. The fee in each case is to be ascertained and fixed as follows: For any domestic or foreign corporation whose number of authorized shares is 1,000,000 or fewer shares: $50 for each 25,000 shares or fraction thereof; For any domestic or foreign corporation whose number of authorized shares is more than 1,000,000 shares: $2,500. B. For any foreign corporation that files articles of domestication and that had authority to transact business in the Commonwealth at the time of such filing, the charter fee to be charged upon domestication shall be an amount equal to the difference between the amount that would be required by this section and the amount already paid as an entrance fee by such corporation. C. Whenever by articles of amendment, articles of merger, articles of correction, or articles of ratification, the number of authorized shares of any domestic or foreign corporation or of the surviving corporation is increased, the charter or entrance fee to be charged shall be an amount equal to the difference between the amount already paid as a charter or entrance fee by such corporation and the amount that would be required by this section to be paid if the increased number of authorized shares were being stated at that time in the original articles of incorporation. D. For any domestic nonstock corporation, limited liability company, business trust, limited partnership, or partnership that files articles of conversion to become a domestic corporation and that had previously converted from a domestic corporation, the charter fee to be charged upon conversion shall be an amount equal to the difference between the amount that would be required by this section and the amount already paid as a charter fee by the domestic nonstock corporation, limited liability company, business trust, limited partnership, or partnership when it was a domestic corporation. E. For any domestic nonstock corporation that files articles of conversion to become a domestic corporation and that was not previously incorporated as a domestic corporation, the charter fee to be charged shall be an amount equal to the difference between the amount already paid as a charter fee by the domestic nonstock corporation upon its incorporation and the amount that would be required by this section to be paid in accordance with the number of authorized shares in the corporation's amended and restated articles of incorporation. F. If no charter or entrance fee has been heretofore paid to the Commonwealth, the amount to be paid shall be the same as would have to be paid on original incorporation or application for authority to transact business. 1988, c. 405; 2001, c. 545 ; 2002, c. 1 ; 2007, c. 810 ; 2008, c. 509 ; 2015, c. 623 ; 2019, c. 734 ; 2020, c. 1226 ; 2021, Sp. Sess. I, c. 487 .",
          "role": "charter-fee locator",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/VA/c7b85585d94edbb40bd1d0feca807c322e4665965cebf2067a77e1a73792cc75.html",
          "source_sha256": "c7b85585d94edbb40bd1d0feca807c322e4665965cebf2067a77e1a73792cc75",
          "source_url": "https://law.lis.virginia.gov/vacode/title13.1/chapter9/section13.1-615.1/"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Corporate filing-fee locators are in Va. Code §13.1-616, with applicable charter fees in §13.1-615.1.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-616(1), (2)(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 13.1-616. Fees for filing documents or issuing certificates Virginia General Assembly / LIS Learning Center / Privacy Policy / LIS home / Register Account / Login Session Information Bills & Resolutions State Budget Virginia Law Reports to the General Assembly Virginia Law Select Search Type All Code of Virginia Administrative Code Constitution Charters Authorities Compacts Uncodified Acts Code of Virginia Table of Contents » Title 13.1. Corporations » Chapter 9. Virginia Stock Corporation Act » Article 2. Fees » § 13.1-616. Fees for filing documents or issuing certificates Section Print PDF email Creating a Report: Check the sections you'd like to appear in the report, then use the \"Create Report\" button at the bottom of the page to generate your report. Once the report is generated you'll then have the option to download it as a pdf, print or email the report. Code of Virginia Title 13.1. Corporations Chapter 9. Virginia Stock Corporation Act 9/20/2026 § 13.1-616 . Fees for filing documents or issuing certificates. The Commission shall charge and collect the following fees, except as provided in § 12.1-21.2 : 1. For filing of articles of conversion to convert a corporation to an eligible entity, the fee shall be $100. 2. For filing any one of the following, the fee shall be $25: a. Articles of incorporation or domestication. b. Articles of conversion to convert an eligible entity to a corporation. c. Articles of amendment or restatement. d. Articles of merger or share exchange. e. Articles of correction. f. Articles of ratification. g. An application of a foreign corporation for a certificate of authority to transact business in the Commonwealth. h. An application of a foreign corporation for an amended certificate of authority to transact business in the Commonwealth. i. A copy of an amendment of the articles of incorporation of a foreign corporation holding a certificate of authority to transact business in the Commonwealth. j. A copy of articles of merger of a foreign corporation holding a certificate of authority to transact business in the Commonwealth. k. A copy of an instrument of conversion of a foreign corporation holding a certificate of authority to transact business in the Commonwealth. l. An application to renew the registration of a corporate name. 3. For filing any one of the following, the fee shall be $10: a. An application to reserve or to renew the reservation of a corporate name. b. A notice of transfer of a reserved corporate name. c. An application for use of an indistinguishable name. d. Articles of dissolution. e. Articles of revocation of dissolution. f. Articles of termination of corporate existence. g. An application for a certificate of withdrawal of a foreign corporation. h. A notice of release of a registered name. 4. For issuing a certificate pursuant to § 13.1-781 , the fee shall be $6. Code 1950, §§ 13-18, 13.1-123, 13.1-124.1; 1956, c. 428; 1958, c. 564; 1964, c. 551; 1972, c. 579; 1975, c. 500; 1981, c. 522; 1982, c. 460; 1984, c. 294; 1985, c. 522; 1988, c. 405; 1995, c. 368 ; 2001, c. 545 ; 2002, c. 1 ; 2004, c. 274 ; 2005, c. 765 ; 2007, cc. 771 , 810 ; 2012, c. 130 ; 2019, c. 734 ; 2020, c. 1226 ; 2026, cc. 383 , 892 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/corp-lp/snapshots/VA/b752133a4f79dfaee51150dd32b8c6c2d2cf7e6b1060575a73a230e9fb313e24.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b752133a4f79dfaee51150dd32b8c6c2d2cf7e6b1060575a73a230e9fb313e24",
      "source_url": "https://law.lis.virginia.gov/vacode/title13.1/chapter9/section13.1-616/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §13.1-722.5",
          "quote": "§ 13.1-722.5. Articles of domestication; effectiveness. A. After (i) a plan of domestication of a domestic corporation has been adopted and approved as required by this chapter or (ii) a foreign corporation that is the domesticating corporation has approved a domestication as required under its organic law, articles of domestication shall be signed in the name of the domesticating corporation. The articles shall set forth: 1. The name of the domesticating corporation and its jurisdiction of formation; 2. The original name, date of formation, jurisdiction of formation, and entity type of the domesticating corporation and its name, jurisdiction of formation, and entity type upon each subsequent domestication or conversion; 3. The plan of domestication; 4. If the domesticating corporation is a domestic corporation: a. The date the plan of domestication was approved; b. A statement that the plan of domestication was approved by the unanimous consent of the shareholders, or that the plan was submitted by the board of directors to the shareholders in accordance with this chapter and was duly approved by the shareholders in the manner required by this chapter and by the articles of incorporation; c. A statement that the corporation revokes the authority of its registered agent to accept service on its behalf and appoints the clerk of the Commission as an agent for service of process in any proceeding based on a cause of action arising during the time it was incorporated in the Commonwealth; d. A mailing address to which the clerk may mail a copy of any process served on the clerk under subdivision c; and e. A commitment by the corporation to notify the clerk of the Commission in the future of any change in the mailing address of the corporation; and 5. If the domesticating corporation is a foreign corporation, a statement that the domestication is permitted by and was approved in accordance with the organic law of the foreign corporation. B. The articles of domestication shall be delivered to the Commission for filing. If the Commission finds that the articles of domestication comply with the requirements of law and that all required fees have been paid, it shall issue a certificate of domestication. 2001, c. 545 ; 2002, c. 1 ; 2015, c. 623 ; 2019, c. 734 ; 2020, c. 1226 .",
          "role": "domestication filing",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-1.html/VA/695ab38247c64f939c97858f5a980160d72f7aa8b94de875a82bf1f46ebfda9f.html",
          "source_sha256": "695ab38247c64f939c97858f5a980160d72f7aa8b94de875a82bf1f46ebfda9f",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.1/"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Corporate conversion and domestication each use a plan and articles filed with the Commission.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-722.12",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 13.1-722.12. Articles of conversion; effectiveness. A. After (i) a plan of conversion of a domestic corporation has been adopted and approved as required by this article or (ii) a domestic or foreign eligible entity that is the converting entity has approved a conversion as required under its organic law, or, if applicable, this article, articles of conversion shall be signed in the name of the converting entity. The articles of conversion shall set forth: 1. The name of the converting entity, its jurisdiction of formation, and entity type; 2. The original name, date of formation, jurisdiction of formation, and entity type of the converted entity and its name, jurisdiction of formation, and entity type upon each subsequent domestication or conversion; 3. If the converting entity is a domestic corporation: a. The plan of conversion; b. The date the plan of conversion was approved; c. A statement that the plan of conversion was approved by the unanimous consent of the shareholders, or a statement that the plan was submitted by the board of directors to the shareholders in accordance with this chapter and was duly approved by the shareholders in the manner required by this chapter and by the articles of incorporation; 4. If the converted entity is a foreign eligible entity: a. A statement that the corporation revokes the authority of its registered agent to accept service on its behalf and appoints the clerk of the Commission as an agent for service of process in any proceeding based on a cause of action arising during the time it was incorporated in the Commonwealth; b. A mailing address to which the clerk may mail a copy of any process served on the clerk under subdivision a; and c. A commitment by the converting entity to notify the clerk of the Commission in the future of any change in its mailing address after the conversion becomes effective. 5. If the converting entity is a foreign eligible entity and the converted entity is a domestic corporation, a statement that the conversion is permitted by and was approved in accordance with the organic law of the foreign eligible entity; and 6. If the converting entity is a domestic nonstock corporation, limited partnership, partnership, or business trust and the converted entity is a domestic corporation: a. The plan of conversion; b. The date the plan of conversion was approved; and c. A statement that the plan of conversion was approved in accordance with this chapter. B. The articles of conversion shall be delivered to the Commission for filing. If the Commission finds that the articles of conversion comply with the requirements of law and that all required fees have been paid, it shall issue a certificate of conversion. C. Articles of conversion under this section may be combined with any required conversion filing under the organic law of a domestic eligible entity or a foreign eligible entity that is authorized or registered to transact business in the Commonwealth that is the converting entity or converted entity if the combined filing satisfies the requirements of both this section and the other organic law. 2001, c. 545 ; 2002, c. 1 ; 2003, c. 598 ; 2015, c. 623 ; 2016, c. 288 ; 2019, c. 734 ; 2020, c. 1226 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-2.html/VA/f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745",
      "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.corp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §13.1-722.2(A)-(B)",
          "quote": "§ 13.1-722.2. Domestication. A. By complying with the provisions of this article applicable to foreign corporations, a foreign corporation may become a domestic corporation if the domestication is permitted by the organic law of the foreign corporation. B. By complying with the provisions of this article, a domestic corporation not required by law to be a domestic corporation may become a foreign corporation pursuant to a plan of domestication if the domestication is permitted by the organic law of the foreign corporation resulting from the domestication. C. The plan of domestication shall include: 1. The jurisdiction of formation and name of the domesticating corporation; 2. The name and jurisdiction of formation of the domesticated corporation; 3. The manner and basis of reclassifying the shares and any rights to acquire shares of the domesticating corporation into shares or other securities, obligations, rights to acquire shares or other securities, cash, other property, or any combination of the foregoing, if any; 4. If the domesticated corporation will be a domestic corporation, (i) the proposed amended and restated articles of incorporation of the domesticated corporation that satisfy the requirements of § 13.1-619 , provided that provisions not required to be included in restated articles of incorporation may be omitted, and (ii) the proposed bylaws of the domesticated corporation, which shall not be included with the articles of domestication delivered to the Commission for filing; and 5. The other terms and conditions of the domestication. D. In addition to the requirements of subsection C, a plan of domestication may contain any other provision not prohibited by law. E. The terms of a plan of domestication may be made dependent upon facts objectively ascertainable outside the plan in accordance with subsection L of § 13.1-604 . 2001, c. 545 ; 2002, c. 1 ; 2012, c. 130 ; 2019, c. 734 .",
          "role": "domestication paired-law requirement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-1.html/VA/695ab38247c64f939c97858f5a980160d72f7aa8b94de875a82bf1f46ebfda9f.html",
          "source_sha256": "695ab38247c64f939c97858f5a980160d72f7aa8b94de875a82bf1f46ebfda9f",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.1/"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Foreign conversion and domestication routes require permission under the foreign entity's organic law.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-722.9(A), (C)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 13.1-722.9. Conversion. A. By complying with this article, a domestic corporation may become (i) a domestic eligible entity or (ii) a foreign eligible entity if the conversion is permitted by the organic law of the foreign entity. B. By complying with this article and applicable provisions of its organic law, a domestic eligible entity may become a domestic corporation. If procedures for the approval of a conversion are not provided by the organic law or organic rules of a domestic eligible entity, the conversion shall be adopted and approved in the same manner as a merger of that eligible entity. If the organic law or organic rules of a domestic eligible entity do not provide procedures for the approval of either a conversion or a merger, a plan of conversion may nonetheless be adopted and approved by the unanimous consent of all the interest holders of such eligible entity. In either such case, the conversion thereafter may be effected as provided in the other provisions of this article, and for purposes of applying this article in such a case: 1. The eligible entity, its members or interest holders, eligible interests, and organic rules taken together, shall be deemed to be a domestic corporation, shareholders, shares, and articles of incorporation, respectively and vice versa, as the context may require; and 2. If the business and affairs of the eligible entity are managed by a person or persons that are not identical to the members or interest holders, that person or persons shall be deemed to be the board of directors. C. By complying with the provisions of this article applicable to foreign entities, a foreign eligible entity may become a domestic corporation if the organic law of the foreign eligible entity permits it to become a corporation in another jurisdiction and it has complied with said law in effecting the conversion. D. Notwithstanding the provisions of subsection B, unless otherwise provided for in Chapter 2.2 (§ 50-73.79 et seq.) of Title 50, a domestic partnership that has filed either a statement of partnership authority or a statement of registration as a registered limited liability partnership with the Commission that is not canceled may become a domestic corporation pursuant to a plan of conversion that is approved by the domestic partnership in accordance with the provisions of this article. 2001, c. 545 ; 2002, c. 1 ; 2016, c. 288 ; 2019, c. 734 ; 2020, c. 1226 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-2.html/VA/f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745.html",
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      "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.corp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §13.1-722.8",
          "quote": "§ 13.1-722.8. Definitions. As used in this article: \"Conversion\" means a transaction pursuant to this article. \"Converted entity\" means the converting entity as it continues in existence after a conversion. \"Converting entity\" means the domestic corporation or eligible entity that approves a plan of conversion pursuant to § 13.1-722.11 or the foreign eligible entity that approves a conversion pursuant to the organic law of the foreign eligible entity. 2001, c. 545 ; 2002, c. 1 ; 2016, c. 288 ; 2019, c. 734 .",
          "role": "conversion terminology",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-2.html/VA/f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745.html",
          "source_sha256": "f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The Stock Corporation Act uses domestication for same-type jurisdiction changes and conversion for entity-type changes.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-722.1:1",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 13.1-722.1:1. Definitions. As used in this article: \"Domesticated corporation\" means the domesticating corporation as it continues in existence after a domestication. \"Domesticating corporation\" means the domestic corporation that approves a plan of domestication pursuant to § 13.1-722.3 or the foreign corporation that approves a domestication pursuant to the organic law of the foreign corporation. \"Domestication\" means a transaction pursuant to this article, including domestication of a foreign corporation as a domestic corporation or domestication of a domestic corporation in another jurisdiction, where the other jurisdiction authorizes such a transaction even if by another name. 2019, c. 734 .",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-1.html/VA/695ab38247c64f939c97858f5a980160d72f7aa8b94de875a82bf1f46ebfda9f.html",
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      "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.1/",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#VA.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in the mapped Virginia CORP conversion and domestication provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-2.html/VA/f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745.html",
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      "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#VA.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §13.1-1076",
          "quote": "§ 13.1-1076. Action on plan of domestication by a domestic limited liability company. In the case of a domestic limited liability company, unless the articles of organization or a written operating agreement of the limited liability company provides otherwise, the members of the limited liability company shall approve the plan of domestication in the manner provided in the limited liability company's operating agreement for amendments to the operating agreement by the members or, if no provision is made in an operating agreement, by all the members. 2006, c. 912 ; 2016, c. 288 .",
          "role": "domestication approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-llc-article14.html/VA/f57350043e8e71e8df3a8b532f17ede61c3cd106c9a9372e0a11671aa49eb565.html",
          "source_sha256": "f57350043e8e71e8df3a8b532f17ede61c3cd106c9a9372e0a11671aa49eb565",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article14/"
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      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "LLC plans follow the operating agreement's amendment rule or unanimous member approval, with stated rules for memberless LLCs.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-1084",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 13.1-1084. Action on plan of entity conversion. A. In the case of a domestic limited liability company that is the converting entity: 1. If the limited liability company has members, unless the articles of organization or a written operating agreement of the limited liability company provides otherwise, the members shall approve the plan of entity conversion in the manner provided in the limited liability company's operating agreement for amendments to the operating agreement by the members or, if no provision is made in the operating agreement, by all the members; and 2. If the limited liability company has been formed without any members and no members have been admitted, the plan of entity conversion shall be approved by a majority of the persons named as a manager in the articles of organization or, if there are no members or managers, by a majority of the organizers of the limited liability company. B. In the case of a partnership that is a converting entity, unless a written partnership agreement of the partnership provides otherwise, the plan of entity conversion shall be approved by the partners of the partnership in the manner provided in a written partnership agreement for amendments to the partnership agreement by the partners or, if no provision is made in the partnership agreement, by all the partners. C. In the case of a limited partnership that is a converting entity, unless the certificate of limited partnership or a written partnership agreement of the limited partnership provides otherwise, the plan of entity conversion shall be approved by the partners of the limited partnership in the manner provided in a written partnership agreement for amendments to the partnership agreement by the partners or, if no provision is made in the partnership agreement, by all the partners. 2016, c. 288 .",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-llc-article15.html/VA/4e1c585ae33db539021e6ee196eb71c24236c4b890f43ba4a5b2a3736efbeb00.html",
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      "source_class": "S1",
      "source_sha256": "4e1c585ae33db539021e6ee196eb71c24236c4b890f43ba4a5b2a3736efbeb00",
      "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#VA.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §13.1-1079",
          "quote": "§ 13.1-1079. Effect of domestication. A. When a foreign limited liability company's certificate of domestication in this Commonwealth becomes effective, with respect to that limited liability company: 1. The title to all real estate and other property remains in the limited liability company without reversion or impairment; 2. The liabilities remain the liabilities of the limited liability company; 3. A proceeding pending may be continued by or against the limited liability company as if the domestication did not occur; 4. The articles of organization attached to the articles of domestication constitute the articles of organization of the limited liability company; and 5. The limited liability company is deemed to: a. Be organized under the laws of this Commonwealth for all purposes; b. Be the same limited liability company as the limited liability company that existed under the laws of the jurisdiction or jurisdictions in which it was originally organized or formerly domesticated; and c. Have been organized on the date it was originally formed or organized. B. Any member of a foreign limited liability company that domesticates into this Commonwealth who, prior to the domestication, was liable for the liabilities or obligations of the limited liability company is not released from those liabilities or obligations by reason of the domestication. 2006, c. 912 .",
          "role": "domestication effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-llc-article14.html/VA/f57350043e8e71e8df3a8b532f17ede61c3cd106c9a9372e0a11671aa49eb565.html",
          "source_sha256": "f57350043e8e71e8df3a8b532f17ede61c3cd106c9a9372e0a11671aa49eb565",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article14/"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Virginia preserves property, liabilities, proceedings, and entity continuity for LLC conversion and inbound domestication.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-1086",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 13.1-1086. Effect of entity conversion. A. When an entity conversion under this article becomes effective, with respect to that entity: 1. The title to all real estate and other property remains in the resulting entity without reversion or impairment; 2. The liabilities of the converting entity remain the liabilities of the resulting entity; and 3. A proceeding pending may be continued by or against the resulting entity as if the conversion did not occur. B. When the resulting entity is a domestic stock corporation or business trust: 1. The articles of incorporation or articles of trust attached to the articles of entity conversion constitute the articles of incorporation or articles of trust of the resulting entity; 2. The interests of the converting entity are reclassified into shares or beneficial interests of the resulting entity in accordance with the plan of entity conversion; and the members of the converting entity are entitled only to the rights provided in the plan of entity conversion; 3. The resulting entity is deemed to: a. Be a domestic stock corporation or business trust, as the case may be, for all purposes; b. Be the same stock corporation or business trust without interruption as the converting entity that existed before the conversion; and c. Have been incorporated or formed on the date that the converting entity was originally incorporated, organized, or formed; 4. The converting entity shall cease to be a limited liability company when the certificate of entity conversion becomes effective; and 5. Any member of a converting entity who, before the conversion, was liable for the liabilities or obligations of the converting entity is not released from those liabilities or obligations by reason of the conversion. C. When the converting entity is a partnership or a limited partnership: 1. The articles of organization attached to the articles of entity conversion constitute the articles of organization of the resulting entity; 2. The eligible interests of the converting entity are reclassified into membership interests in accordance with the plan of entity conversion; and the partners of the converting entity are entitled only to the rights provided in the plan of entity conversion; 3. The resulting entity is deemed to: a. Be a domestic limited liability company for all purposes; b. Be the same limited liability company without interruption as the converting entity that existed before the conversion; and c. Have been organized on the date that the converting entity was originally formed, organized, or incorporated; 4. The converting entity shall cease to be a partnership or limited partnership when the certificate of entity conversion becomes effective; 5. If the converting entity is a partnership, a statement of partnership authority filed by the partnership that has not been canceled shall be deemed canceled when the certificate of entity conversion becomes effective; 6. If the converting entity is a limited partnership, its certificate of limited partnership shall be deemed canceled when the certificate of entity conversion becomes effective; 7. If the partnership or limited partnership is registered as a registered limited liability partnership, that status shall be deemed canceled when the certificate of entity conversion becomes effective; and 8. Any partner of a converting entity who, before the conversion, was liable for the liabilities or obligations of the converting entity is not released from those liabilities or obligations by reason of the conversion. 2016, c. 288 .",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-llc-article15.html/VA/4e1c585ae33db539021e6ee196eb71c24236c4b890f43ba4a5b2a3736efbeb00.html",
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      "source_class": "S1",
      "source_sha256": "4e1c585ae33db539021e6ee196eb71c24236c4b890f43ba4a5b2a3736efbeb00",
      "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#VA.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Specified domestic corporations, business trusts, partnerships, and limited partnerships may convert into a Virginia LLC.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-1082(B)-(F)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 13.1-1082. (Effective until January 1, 2027) Entity conversion. A. A domestic limited liability company may become a domestic stock corporation or a domestic business trust pursuant to a plan of entity conversion that is approved by the limited liability company in accordance with the provisions of this article. B. A domestic stock corporation may become a domestic limited liability company pursuant to a plan of entity conversion that is adopted and approved by the corporation in accordance with the provisions of Article 12.2 (§ 13.1-722.8 et seq.) of Chapter 9. C. A domestic nonstock corporation may become a domestic limited liability company pursuant to a plan of entity conversion that is adopted and approved by the corporation in accordance with the provisions of Article 17.1 (§ 13.1-944.1 et seq.) of Chapter 10. D. A domestic business trust may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the business trust in accordance with the provisions of Article 12 (§ 13.1-1264 et seq.) of Chapter 14. E. Unless otherwise provided for in Chapter 2.2 (§ 50-73.79 et seq.) of Title 50, a domestic partnership that has filed either a statement of partnership authority or a statement of registration as a registered limited liability partnership with the Commission that is not canceled may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the domestic partnership in accordance with the provisions of this article. F. Unless otherwise provided for in Chapter 2.1 (§ 50-73.1 et seq.) of Title 50, a domestic limited partnership that has filed a certificate of limited partnership with the Commission that is not canceled may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the domestic limited partnership in accordance with the provisions of this article. 2016, c. 288 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-llc-article15.html/VA/4e1c585ae33db539021e6ee196eb71c24236c4b890f43ba4a5b2a3736efbeb00.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4e1c585ae33db539021e6ee196eb71c24236c4b890f43ba4a5b2a3736efbeb00",
      "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#VA.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Virginia LLC may convert to a domestic stock corporation or domestic business trust through the Article 15 procedure.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-1082(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 13.1-1082. (Effective until January 1, 2027) Entity conversion. A. A domestic limited liability company may become a domestic stock corporation or a domestic business trust pursuant to a plan of entity conversion that is approved by the limited liability company in accordance with the provisions of this article. B. A domestic stock corporation may become a domestic limited liability company pursuant to a plan of entity conversion that is adopted and approved by the corporation in accordance with the provisions of Article 12.2 (§ 13.1-722.8 et seq.) of Chapter 9. C. A domestic nonstock corporation may become a domestic limited liability company pursuant to a plan of entity conversion that is adopted and approved by the corporation in accordance with the provisions of Article 17.1 (§ 13.1-944.1 et seq.) of Chapter 10. D. A domestic business trust may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the business trust in accordance with the provisions of Article 12 (§ 13.1-1264 et seq.) of Chapter 14. E. Unless otherwise provided for in Chapter 2.2 (§ 50-73.79 et seq.) of Title 50, a domestic partnership that has filed either a statement of partnership authority or a statement of registration as a registered limited liability partnership with the Commission that is not canceled may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the domestic partnership in accordance with the provisions of this article. F. Unless otherwise provided for in Chapter 2.1 (§ 50-73.1 et seq.) of Title 50, a domestic limited partnership that has filed a certificate of limited partnership with the Commission that is not canceled may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the domestic limited partnership in accordance with the provisions of this article. 2016, c. 288 .",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-llc-article15.html/VA/4e1c585ae33db539021e6ee196eb71c24236c4b890f43ba4a5b2a3736efbeb00.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "4e1c585ae33db539021e6ee196eb71c24236c4b890f43ba4a5b2a3736efbeb00",
      "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A foreign LLC may domesticate into Virginia if its current jurisdiction authorizes the move.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-1075(A)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 13.1-1075. Domestication. A. A foreign limited liability company may become a domestic limited liability company if the laws of the jurisdiction in which the foreign limited liability company is organized authorize it to domesticate in another jurisdiction. The laws of the Commonwealth shall govern the effect of domesticating in the Commonwealth pursuant to this article. B. A domestic limited liability company not required by law to be a domestic limited liability company may become a foreign limited liability company if the jurisdiction in which the limited liability company intends to domesticate allows for the domestication. Regardless of whether the laws of the foreign jurisdiction require the adoption of a plan of domestication, the domestication shall be approved in the manner provided in this article. The laws of the jurisdiction in which the limited liability company domesticates shall govern the effect of domesticating in that jurisdiction. C. The plan of domestication shall set forth: 1. The name of the state or other jurisdiction under whose laws the domestic or foreign limited liability company is organized; 2. A statement of the jurisdiction in which the domestic or foreign limited liability company is to be domesticated; 3. The terms and conditions of the domestication, provided that such terms and conditions may not alter the ownership proportion and relative rights, preferences, and limitations of the interests of the limited liability company; and 4. For a foreign limited liability company that is to become a domestic limited liability company, as a referenced attachment, amended and restated articles of organization that comply with § 13.1-1011 as they will be in effect upon consummation of the domestication. D. The plan of domestication may include any other provision relating to the domestication. E. The plan of domestication may also include a provision that the members may amend the plan at any time prior to the effective date of the certificate of domestication or such other document required by the laws of the other jurisdiction to consummate the domestication. 2006, c. 912 ; 2012, c. 130 ; 2021, Sp. Sess. I, c. 487 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-llc-article14.html/VA/f57350043e8e71e8df3a8b532f17ede61c3cd106c9a9372e0a11671aa49eb565.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f57350043e8e71e8df3a8b532f17ede61c3cd106c9a9372e0a11671aa49eb565",
      "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article14/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Virginia LLC not legally required to remain domestic may domesticate out if the destination jurisdiction permits it.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-1075(B)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 13.1-1075. Domestication. A. A foreign limited liability company may become a domestic limited liability company if the laws of the jurisdiction in which the foreign limited liability company is organized authorize it to domesticate in another jurisdiction. The laws of the Commonwealth shall govern the effect of domesticating in the Commonwealth pursuant to this article. B. A domestic limited liability company not required by law to be a domestic limited liability company may become a foreign limited liability company if the jurisdiction in which the limited liability company intends to domesticate allows for the domestication. Regardless of whether the laws of the foreign jurisdiction require the adoption of a plan of domestication, the domestication shall be approved in the manner provided in this article. The laws of the jurisdiction in which the limited liability company domesticates shall govern the effect of domesticating in that jurisdiction. C. The plan of domestication shall set forth: 1. The name of the state or other jurisdiction under whose laws the domestic or foreign limited liability company is organized; 2. A statement of the jurisdiction in which the domestic or foreign limited liability company is to be domesticated; 3. The terms and conditions of the domestication, provided that such terms and conditions may not alter the ownership proportion and relative rights, preferences, and limitations of the interests of the limited liability company; and 4. For a foreign limited liability company that is to become a domestic limited liability company, as a referenced attachment, amended and restated articles of organization that comply with § 13.1-1011 as they will be in effect upon consummation of the domestication. D. The plan of domestication may include any other provision relating to the domestication. E. The plan of domestication may also include a provision that the members may amend the plan at any time prior to the effective date of the certificate of domestication or such other document required by the laws of the other jurisdiction to consummate the domestication. 2006, c. 912 ; 2012, c. 130 ; 2021, Sp. Sess. I, c. 487 .",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-llc-article14.html/VA/f57350043e8e71e8df3a8b532f17ede61c3cd106c9a9372e0a11671aa49eb565.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f57350043e8e71e8df3a8b532f17ede61c3cd106c9a9372e0a11671aa49eb565",
      "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article14/",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#VA.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The LLC inbound-conversion statute names domestic stock and nonstock corporations, business trusts, partnerships, and limited partnerships.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-1082(B)-(F)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 13.1-1082. (Effective until January 1, 2027) Entity conversion. A. A domestic limited liability company may become a domestic stock corporation or a domestic business trust pursuant to a plan of entity conversion that is approved by the limited liability company in accordance with the provisions of this article. B. A domestic stock corporation may become a domestic limited liability company pursuant to a plan of entity conversion that is adopted and approved by the corporation in accordance with the provisions of Article 12.2 (§ 13.1-722.8 et seq.) of Chapter 9. C. A domestic nonstock corporation may become a domestic limited liability company pursuant to a plan of entity conversion that is adopted and approved by the corporation in accordance with the provisions of Article 17.1 (§ 13.1-944.1 et seq.) of Chapter 10. D. A domestic business trust may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the business trust in accordance with the provisions of Article 12 (§ 13.1-1264 et seq.) of Chapter 14. E. Unless otherwise provided for in Chapter 2.2 (§ 50-73.79 et seq.) of Title 50, a domestic partnership that has filed either a statement of partnership authority or a statement of registration as a registered limited liability partnership with the Commission that is not canceled may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the domestic partnership in accordance with the provisions of this article. F. Unless otherwise provided for in Chapter 2.1 (§ 50-73.1 et seq.) of Title 50, a domestic limited partnership that has filed a certificate of limited partnership with the Commission that is not canceled may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the domestic limited partnership in accordance with the provisions of this article. 2016, c. 288 .",
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      "rendered": "value",
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      "source_class": "S1",
      "source_sha256": "4e1c585ae33db539021e6ee196eb71c24236c4b890f43ba4a5b2a3736efbeb00",
      "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#VA.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Virginia LLC may convert into a domestic stock corporation or domestic business trust.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-1082(A)",
      "public_reason": null,
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      "quote": "§ 13.1-1082. (Effective until January 1, 2027) Entity conversion. A. A domestic limited liability company may become a domestic stock corporation or a domestic business trust pursuant to a plan of entity conversion that is approved by the limited liability company in accordance with the provisions of this article. B. A domestic stock corporation may become a domestic limited liability company pursuant to a plan of entity conversion that is adopted and approved by the corporation in accordance with the provisions of Article 12.2 (§ 13.1-722.8 et seq.) of Chapter 9. C. A domestic nonstock corporation may become a domestic limited liability company pursuant to a plan of entity conversion that is adopted and approved by the corporation in accordance with the provisions of Article 17.1 (§ 13.1-944.1 et seq.) of Chapter 10. D. A domestic business trust may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the business trust in accordance with the provisions of Article 12 (§ 13.1-1264 et seq.) of Chapter 14. E. Unless otherwise provided for in Chapter 2.2 (§ 50-73.79 et seq.) of Title 50, a domestic partnership that has filed either a statement of partnership authority or a statement of registration as a registered limited liability partnership with the Commission that is not canceled may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the domestic partnership in accordance with the provisions of this article. F. Unless otherwise provided for in Chapter 2.1 (§ 50-73.1 et seq.) of Title 50, a domestic limited partnership that has filed a certificate of limited partnership with the Commission that is not canceled may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the domestic limited partnership in accordance with the provisions of this article. 2016, c. 288 .",
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    "structuring:pp-conversion-domestication#VA.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The LLC conversion and domestication filing-fee locators are in Va. Code §13.1-1005.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-1005(1)(c)-(d), (2)(f), (2)(i)",
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      "quote": "§ 13.1-1005. Fees Virginia General Assembly / LIS Learning Center / Privacy Policy / LIS home / Register Account / Login Session Information Bills & Resolutions State Budget Virginia Law Reports to the General Assembly Virginia Law Select Search Type All Code of Virginia Administrative Code Constitution Charters Authorities Compacts Uncodified Acts Code of Virginia Table of Contents » Title 13.1. Corporations » Chapter 12. Virginia Limited Liability Company Act » Article 1. General Provisions » § 13.1-1005. Fees Section Print PDF email Creating a Report: Check the sections you'd like to appear in the report, then use the \"Create Report\" button at the bottom of the page to generate your report. Once the report is generated you'll then have the option to download it as a pdf, print or email the report. Code of Virginia Title 13.1. Corporations Chapter 12. Virginia Limited Liability Company Act 9/29/2026 § 13.1-1005 . Fees. The Commission shall charge and collect the following fees: 1. For filing any one of the following, the fee shall be $100: a. Articles of organization. b. An application for registration as a foreign limited liability company. c. Articles of entity conversion to convert a limited liability company to a domestic business trust or to convert a domestic partnership or limited partnership to a limited liability company. d. Articles of domestication. e. A statement of protected series designation. f. An application for registration as a foreign protected series. 2. For filing any one of the following, the fee shall be $25: a. Articles of amendment. b. Articles of cancellation. c. Articles of correction referred to in § 13.1-1011.1 , a copy of an amendment or correction referred to in § 13.1-1055 , or an amended application for registration referred to in § 13.1-1055 , provided that an amended application shall not require a separate fee when it is filed with a copy of an amendment or a correction referred to in § 13.1-1055 . d. A copy of an instrument of merger of a foreign limited liability company referred to in § 13.1-1060 . e. Articles of merger. f. Articles of entity conversion to convert a limited liability company to a domestic corporation, in addition to a charter fee ascertained in accordance with § 13.1-615.1 . g. A copy of an instrument of entity conversion of a foreign limited liability company holding a certificate of registration to transact business in the Commonwealth. h. Articles of restatement. i. Articles of organization surrender. j. An application for a certificate of cancellation to cancel a certificate of registration as a foreign limited liability company. k. A statement of designation change pursuant to § 13.1-1095 or 13.1-1096 . l. A statement of designation cancellation. m. An application for a certificate of cancellation to cancel a certificate of registration as a foreign protected series. 3. For filing any one of the following, the fee shall be $10: a. An application to reserve or to renew the reservation of a name for use by a domestic or foreign limited liability company. b. A notice of the transfer of a name reserved for use by a domestic or a foreign limited liability company. 4. For issuing a certificate pursuant to § 13.1-1067 or 13.1-1099 , $6 for each certificate. 1991, c. 168; 1992, cc. 574, 575; 1993, c. 113; 1995, c. 368 ; 1998, c. 432 ; 2001, c. 545 ; 2002, c. 1 ; 2003, c. 379 ; 2004, c. 274 ; 2005, c. 255 ; 2006, cc. 748 , 912 ; 2007, c. 810 ; 2008, c. 108 ; 2012, c. 130 ; 2019, c. 636 ; 2021, Sp. Sess. I, c. 487 .",
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    "structuring:pp-conversion-domestication#VA.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §§13.1-1077–1078",
          "quote": "§ 13.1-1077. Articles of domestication. A. After the domestication of a foreign limited liability company to a domestic limited liability company is approved in the manner required by the laws of the jurisdiction in which the limited liability company is organized, the limited liability company shall deliver to the Commission for filing articles of domestication setting forth: 1. The name of the foreign limited liability company immediately before the filing of the articles of domestication and the name of the limited liability company upon its domestication as a domestic limited liability company, which shall satisfy the requirements of § 13.1-1012 ; 2. The date on which the foreign limited liability company was originally formed, organized, or incorporated, and its original name, entity type, and jurisdiction of formation, organization, or incorporation, and, for each subsequent change of entity type or jurisdiction of formation, organization, or incorporation made before the filing of the articles of domestication, the effective date of the change and the limited liability company's name, entity type, and jurisdiction of formation, organization, or incorporation upon consummation of the change; 3. The plan of domestication, including the full text of the amended and restated articles of organization of the domestic limited liability company that comply with the requirements of this chapter, as they will be in effect upon consummation of the domestication; and 4. A statement that the domestication is permitted by the laws of the jurisdiction in which the foreign limited liability company is organized and that the foreign limited liability company has complied with those laws in effecting the domestication. B. If the Commission finds that the articles of domestication comply with the requirements of law and that all required fees have been paid, it shall issue a certificate of domestication. C. The certificate of domestication shall become effective pursuant to subsection D of § 13.1-1004 . D. A foreign limited liability company's existence as a domestic limited liability company shall begin when the certificate of domestication is effective. Upon becoming effective, the certificate of domestication shall be conclusive evidence that all conditions precedent required to be performed by the foreign limited liability company have been complied with and that the limited liability company has been organized under this chapter. E. If the foreign limited liability company is authorized to transact business in the Commonwealth under Article 10 (§ 13.1-1051 et seq.), its certificate of registration shall be canceled automatically on the effective time and date of the certificate of domestication issued by the Commission. 2006, c. 912 ; 2012, c. 130 ; 2013, c. 17 ; 2016, c. 288 . § 13.1-1078. Surrender of articles of organization upon domestication. A. Whenever a domestic limited liability company has approved, in the manner required by this article, a plan of domestication providing for the limited liability company to be domesticated under the laws of another jurisdiction, the limited liability company shall deliver to the Commission for filing articles of organization surrender setting forth: 1. The name of the limited liability company immediately before the filing of the articles of organization surrender; 2. The jurisdiction in which the limited liability company is to be domesticated and the name of the limited liability company upon its domestication under the laws of that jurisdiction; 3. The plan of domestication; 4. A statement that the plan of domestication was adopted by the limited liability company in accordance with § 13.1-1076 ; 5. A statement that the articles of organization surrender are being filed in connection with the domestication of the limited liability company as a foreign limited liability company to be organized under the laws of another jurisdiction and that the limited liability company is surrendering its certificate of organization under the laws of this Commonwealth; 6. A statement that the limited liability company revokes the authority of its registered agent to accept service on its behalf and appoints the clerk of the Commission as its agent for service of process in any proceeding based on a cause of action arising during the time it was organized in the Commonwealth; 7. A mailing address to which the clerk may mail a copy of any process served on him under subdivision 6; and 8. A commitment by the limited liability company to notify the clerk of the Commission in the future of any change in the mailing address of the limited liability company. B. If the Commission finds that the articles of organization surrender comply with the requirements of law and that all required fees have been paid, it shall issue a certificate of organization surrender. C. The limited liability company shall automatically cease to be a domestic limited liability company when the certificate of organization surrender becomes effective. D. If the former domestic limited liability company intends to continue to transact business in the Commonwealth, then, within thirty days after the effective date of the certificate of organization surrender, it shall deliver to the Commission an application for a certificate of registration to transact business in the Commonwealth pursuant to § 13.1-1052 together with a copy of its instrument of domestication and articles of organization and all amendments thereto, duly authenticated by the Secretary of State or other official having custody of limited liability company records in the state or other jurisdiction under whose laws it is organized or domesticated. 2006, c. 912 ; 2009, c. 201 ; 2016, c. 288 .",
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      "display": "LLC transactions use a plan and filed entity-conversion articles, domestication articles, or organization-surrender articles as applicable.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-1085",
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      "quote": "§ 13.1-1085. Articles of entity conversion. A. After the conversion of a domestic limited liability company into a domestic stock corporation or business trust has been approved as required by this article, the converting entity shall deliver to the Commission for filing articles of entity conversion setting forth: 1. The name of the domestic limited liability company immediately before the filing of the articles of entity conversion and the name of the converting entity upon its conversion to a domestic stock corporation or business trust, which shall satisfy the requirements of § 13.1-630 or 13.1-1214 , as the case may be; 2. The date on which the converting entity was originally organized, formed, or incorporated, and its original name, entity type, and jurisdiction of organization, formation, or incorporation, and, for each subsequent change of entity type or jurisdiction of organization, formation, or incorporation made before the filing of the articles of entity conversion, the effective date of the change and the converting entity's name, entity type, and jurisdiction of organization, formation, or incorporation upon consummation of the change; 3. The plan of entity conversion, including the full text of the articles of incorporation or articles of trust of the resulting entity that comply with the requirements of Chapter 9 (§ 13.1-601 et seq.) or Chapter 14 (§ 13.1-1200 et seq.), as they will be in effect upon consummation of the conversion; 4. The date the plan of entity conversion was approved; and 5. A statement that the plan of entity conversion was adopted by the limited liability company in accordance with § 13.1-1084 . B. After the conversion of a domestic partnership or limited partnership into a domestic limited liability company has been approved as required by this article, the converting entity shall deliver to the Commission for filing articles of entity conversion setting forth: 1. The name of the domestic partnership or limited partnership immediately before the filing of the articles of entity conversion and the name of the converting entity upon its conversion to a domestic limited liability company, which shall satisfy the requirements of this chapter; 2. The date on which the converting entity was originally organized, formed, or incorporated, and its original name, entity type, and jurisdiction of organization, formation, or incorporation, and, for each subsequent change of entity type or jurisdiction of organization, formation, or incorporation made before the filing of the articles of entity conversion, the effective date of the change and the converting entity's name, entity type, and jurisdiction of organization, formation, or incorporation upon consummation of the change; 3. The plan of entity conversion, including the full text of the articles of organization of the resulting entity that comply with the requirements of this chapter as they will be in effect upon consummation of the conversion; 4. The date the plan of entity conversion was approved; and 5. A statement that the plan of entity conversion was adopted by the partnership or limited partnership in accordance with § 13.1-1084 . C. If the Commission finds that the articles of entity conversion comply with the requirements of law and that all required fees have been paid, it shall issue a certificate of entity conversion. 2016, c. 288 .",
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    "structuring:pp-conversion-domestication#VA.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "For LLC domestication, the current or destination jurisdiction must authorize the transaction.",
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      "pinpoint": "Va. Code §13.1-1075(A)-(B)",
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      "quote": "§ 13.1-1075. Domestication. A. A foreign limited liability company may become a domestic limited liability company if the laws of the jurisdiction in which the foreign limited liability company is organized authorize it to domesticate in another jurisdiction. The laws of the Commonwealth shall govern the effect of domesticating in the Commonwealth pursuant to this article. B. A domestic limited liability company not required by law to be a domestic limited liability company may become a foreign limited liability company if the jurisdiction in which the limited liability company intends to domesticate allows for the domestication. Regardless of whether the laws of the foreign jurisdiction require the adoption of a plan of domestication, the domestication shall be approved in the manner provided in this article. The laws of the jurisdiction in which the limited liability company domesticates shall govern the effect of domesticating in that jurisdiction. C. The plan of domestication shall set forth: 1. The name of the state or other jurisdiction under whose laws the domestic or foreign limited liability company is organized; 2. A statement of the jurisdiction in which the domestic or foreign limited liability company is to be domesticated; 3. The terms and conditions of the domestication, provided that such terms and conditions may not alter the ownership proportion and relative rights, preferences, and limitations of the interests of the limited liability company; and 4. For a foreign limited liability company that is to become a domestic limited liability company, as a referenced attachment, amended and restated articles of organization that comply with § 13.1-1011 as they will be in effect upon consummation of the domestication. D. The plan of domestication may include any other provision relating to the domestication. E. The plan of domestication may also include a provision that the members may amend the plan at any time prior to the effective date of the certificate of domestication or such other document required by the laws of the other jurisdiction to consummate the domestication. 2006, c. 912 ; 2012, c. 130 ; 2021, Sp. Sess. I, c. 487 .",
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    "structuring:pp-conversion-domestication#VA.llc.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §§13.1-1081–1082",
          "quote": "§ 13.1-1081. Definitions. As used in this article: \"Articles of incorporation\" has the same meaning as specified in § 13.1-603 . \"Articles of trust\" has the same meaning as specified in § 13.1-1201 . \"Certificate of limited partnership\" has the same meaning as specified in § 50-73.1 . \"Converting entity\" means the domestic limited liability company, partnership, or limited partnership that adopts a plan of entity conversion pursuant to this article. \"Partnership agreement,\" as to a limited partnership, has the same meaning as specified in § 50-73.1 , and, as to a partnership, has the same meaning as specified in § 50-73.79 . \"Resulting entity\" means the domestic stock corporation, business trust, or limited liability company that is in existence upon consummation of an entity conversion pursuant to this article. \"Stock corporation\" has the same meaning as \"domestic corporation\" as specified in § 13.1-603 . 2016, c. 288 . § 13.1-1082. (Effective until January 1, 2027) Entity conversion. A. A domestic limited liability company may become a domestic stock corporation or a domestic business trust pursuant to a plan of entity conversion that is approved by the limited liability company in accordance with the provisions of this article. B. A domestic stock corporation may become a domestic limited liability company pursuant to a plan of entity conversion that is adopted and approved by the corporation in accordance with the provisions of Article 12.2 (§ 13.1-722.8 et seq.) of Chapter 9. C. A domestic nonstock corporation may become a domestic limited liability company pursuant to a plan of entity conversion that is adopted and approved by the corporation in accordance with the provisions of Article 17.1 (§ 13.1-944.1 et seq.) of Chapter 10. D. A domestic business trust may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the business trust in accordance with the provisions of Article 12 (§ 13.1-1264 et seq.) of Chapter 14. E. Unless otherwise provided for in Chapter 2.2 (§ 50-73.79 et seq.) of Title 50, a domestic partnership that has filed either a statement of partnership authority or a statement of registration as a registered limited liability partnership with the Commission that is not canceled may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the domestic partnership in accordance with the provisions of this article. F. Unless otherwise provided for in Chapter 2.1 (§ 50-73.1 et seq.) of Title 50, a domestic limited partnership that has filed a certificate of limited partnership with the Commission that is not canceled may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the domestic limited partnership in accordance with the provisions of this article. 2016, c. 288 .",
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      "display": "The LLC Act uses domestication for same-type jurisdiction changes and entity conversion for changes of entity type.",
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      "pinpoint": "Va. Code §13.1-1074",
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      "quote": "§ 13.1-1074. Definitions. As used in this article, unless the context requires a different meaning: \"Domesticated limited liability company\" means the domesticating limited liability company as it continues in existence after a domestication. \"Domesticating limited liability company\" means the domestic limited liability company that approves a plan of domestication pursuant to § 13.1-1075 or the foreign limited liability company that approves a domestication pursuant to the organic law of the foreign limited liability company. \"Domestication\" means a transaction pursuant to this article, including domestication of a foreign limited liability company as a domestic limited liability company or domestication of a domestic limited liability company in another jurisdiction, where the other jurisdiction authorizes such a transaction even if by another name. 2006, c. 912 ; 2013, c. 17 ; 2021, Sp. Sess. I, c. 487 .",
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      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in the mapped Virginia LLC conversion and domestication provisions.",
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          "pinpoint": "Va. Code §13.1-1084(C)",
          "quote": "§ 13.1-1084. Action on plan of entity conversion. A. In the case of a domestic limited liability company that is the converting entity: 1. If the limited liability company has members, unless the articles of organization or a written operating agreement of the limited liability company provides otherwise, the members shall approve the plan of entity conversion in the manner provided in the limited liability company's operating agreement for amendments to the operating agreement by the members or, if no provision is made in the operating agreement, by all the members; and 2. If the limited liability company has been formed without any members and no members have been admitted, the plan of entity conversion shall be approved by a majority of the persons named as a manager in the articles of organization or, if there are no members or managers, by a majority of the organizers of the limited liability company. B. In the case of a partnership that is a converting entity, unless a written partnership agreement of the partnership provides otherwise, the plan of entity conversion shall be approved by the partners of the partnership in the manner provided in a written partnership agreement for amendments to the partnership agreement by the partners or, if no provision is made in the partnership agreement, by all the partners. C. In the case of a limited partnership that is a converting entity, unless the certificate of limited partnership or a written partnership agreement of the limited partnership provides otherwise, the plan of entity conversion shall be approved by the partners of the limited partnership in the manner provided in a written partnership agreement for amendments to the partnership agreement by the partners or, if no provision is made in the partnership agreement, by all the partners. 2016, c. 288 .",
          "role": "LP-to-LLC approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-llc-article15.html/VA/4e1c585ae33db539021e6ee196eb71c24236c4b890f43ba4a5b2a3736efbeb00.html",
          "source_sha256": "4e1c585ae33db539021e6ee196eb71c24236c4b890f43ba4a5b2a3736efbeb00",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/"
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        {
          "pinpoint": "Va. Code §13.1-722.9(B)",
          "quote": "§ 13.1-722.9. Conversion. A. By complying with this article, a domestic corporation may become (i) a domestic eligible entity or (ii) a foreign eligible entity if the conversion is permitted by the organic law of the foreign entity. B. By complying with this article and applicable provisions of its organic law, a domestic eligible entity may become a domestic corporation. If procedures for the approval of a conversion are not provided by the organic law or organic rules of a domestic eligible entity, the conversion shall be adopted and approved in the same manner as a merger of that eligible entity. If the organic law or organic rules of a domestic eligible entity do not provide procedures for the approval of either a conversion or a merger, a plan of conversion may nonetheless be adopted and approved by the unanimous consent of all the interest holders of such eligible entity. In either such case, the conversion thereafter may be effected as provided in the other provisions of this article, and for purposes of applying this article in such a case: 1. The eligible entity, its members or interest holders, eligible interests, and organic rules taken together, shall be deemed to be a domestic corporation, shareholders, shares, and articles of incorporation, respectively and vice versa, as the context may require; and 2. If the business and affairs of the eligible entity are managed by a person or persons that are not identical to the members or interest holders, that person or persons shall be deemed to be the board of directors. C. By complying with the provisions of this article applicable to foreign entities, a foreign eligible entity may become a domestic corporation if the organic law of the foreign eligible entity permits it to become a corporation in another jurisdiction and it has complied with said law in effecting the conversion. D. Notwithstanding the provisions of subsection B, unless otherwise provided for in Chapter 2.2 (§ 50-73.79 et seq.) of Title 50, a domestic partnership that has filed either a statement of partnership authority or a statement of registration as a registered limited liability partnership with the Commission that is not canceled may become a domestic corporation pursuant to a plan of conversion that is approved by the domestic partnership in accordance with the provisions of this article. 2001, c. 545 ; 2002, c. 1 ; 2016, c. 288 ; 2019, c. 734 ; 2020, c. 1226 .",
          "role": "LP-to-corporation organic-law approval rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-2.html/VA/f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745.html",
          "source_sha256": "f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/"
        },
        {
          "pinpoint": "Va. Code §13.1-722.11(B)",
          "quote": "§ 13.1-722.11. Action on plan of conversion. A. In the case of a conversion of a domestic corporation to a domestic or foreign eligible entity, the plan of conversion shall be adopted in the following manner: 1. The plan of conversion shall first be adopted by the board of directors. 2. After adopting the plan of conversion, the board of directors shall submit the plan to the shareholders for their approval. In submitting the plan of conversion to the shareholders for their approval, the board of directors shall recommend that the shareholders approve the plan unless the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation, in which case the board of directors shall inform the shareholders of the basis for that determination. 3. The board of directors may set conditions for approval of the plan of conversion by the shareholders or the effectiveness of the plan of conversion. 4. If the approval of the shareholders is to be sought at a shareholders meeting, the corporation shall notify each shareholder, regardless of whether entitled to vote, of the meeting of shareholders at which the plan of conversion is to be submitted for approval. The notice shall state that the purpose, or one of the purposes, of the meeting is to consider the plan of conversion and shall contain or be accompanied by a copy or summary of the plan. The notice must include or be accompanied by a copy of the organic rules of the converted entity, which are to be in writing as they will be in effect immediately after the conversion. 5. Unless the articles of incorporation or the board of directors acting pursuant to subdivision 3, requires a greater vote, approval of the plan of conversion requires (i) the approval of the shareholders at a meeting at which a quorum exists consisting of more than two thirds of the votes entitled to be cast on the plan and (ii) the approval of each class or series of shares voting as a separate voting group at a meeting at which a quorum of the voting group exists consisting of more than two thirds of the votes entitled to be cast on the plan by that voting group. The articles of incorporation may provide for a greater or lesser vote than that provided in this subsection or a vote by separate voting groups so long as the vote provided for is not less than a majority of all votes cast on the plan by each voting group entitled to vote on the plan at a meeting at which a quorum of the voting group exists. B. In the case of a conversion of a domestic eligible entity to a domestic corporation, the plan of conversion shall be adopted in accordance with subsection B of § 13.1-722.9 . C. If as a result of the conversion one or more shareholders of the converting domestic corporation would become subject to interest holder liability, approval of the plan of conversion shall require the signing in connection with the transaction, by each such shareholder, of a separate written consent to become subject to such interest holder liability. 2001, c. 545 ; 2002, c. 1 ; 2012, c. 130 ; 2016, c. 288 ; 2019, c. 734 ; 2020, c. 1226 .",
          "role": "LP-to-corporation destination-act approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-2.html/VA/f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745.html",
          "source_sha256": "f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "Inbound GP conversion and outbound LP conversion follow the partnership agreement's amendment rule or unanimous partner approval, subject to the destination act.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §50-73.11:3(B)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 50-73.11:3. Conversion of general partnership to limited partnership. A. A domestic or foreign general partnership may convert to a limited partnership pursuant to this section. B. The terms and conditions of a conversion of a general partnership to a limited partnership shall be approved by the partners in the manner provided in the partnership's partnership agreement for amendments to the partnership agreement or, if no such provision is made in the partnership agreement, by all of the partners. C. After the conversion is approved by the partners, the general partnership shall file a certificate of limited partnership that meets the requirements of § 50-73.11 and includes the following: 1. The name of the former general partnership and the identification number issued by the Commission to the general partnership, if any; 2. The jurisdiction under whose law the general partnership was formed immediately prior to the filing of the certificate of limited partnership; 3. If the former general partnership is registered with the Commission as a registered limited liability partnership, a statement to that effect; 4. A statement that the conversion of the general partnership to a limited partnership was approved by the partners in accordance with the provisions of subsection B. 2007, c. 631 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-lp-chapter2-1.html/VA/22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66",
      "source_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.lp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §13.1-1086",
          "quote": "§ 13.1-1086. Effect of entity conversion. A. When an entity conversion under this article becomes effective, with respect to that entity: 1. The title to all real estate and other property remains in the resulting entity without reversion or impairment; 2. The liabilities of the converting entity remain the liabilities of the resulting entity; and 3. A proceeding pending may be continued by or against the resulting entity as if the conversion did not occur. B. When the resulting entity is a domestic stock corporation or business trust: 1. The articles of incorporation or articles of trust attached to the articles of entity conversion constitute the articles of incorporation or articles of trust of the resulting entity; 2. The interests of the converting entity are reclassified into shares or beneficial interests of the resulting entity in accordance with the plan of entity conversion; and the members of the converting entity are entitled only to the rights provided in the plan of entity conversion; 3. The resulting entity is deemed to: a. Be a domestic stock corporation or business trust, as the case may be, for all purposes; b. Be the same stock corporation or business trust without interruption as the converting entity that existed before the conversion; and c. Have been incorporated or formed on the date that the converting entity was originally incorporated, organized, or formed; 4. The converting entity shall cease to be a limited liability company when the certificate of entity conversion becomes effective; and 5. Any member of a converting entity who, before the conversion, was liable for the liabilities or obligations of the converting entity is not released from those liabilities or obligations by reason of the conversion. C. When the converting entity is a partnership or a limited partnership: 1. The articles of organization attached to the articles of entity conversion constitute the articles of organization of the resulting entity; 2. The eligible interests of the converting entity are reclassified into membership interests in accordance with the plan of entity conversion; and the partners of the converting entity are entitled only to the rights provided in the plan of entity conversion; 3. The resulting entity is deemed to: a. Be a domestic limited liability company for all purposes; b. Be the same limited liability company without interruption as the converting entity that existed before the conversion; and c. Have been organized on the date that the converting entity was originally formed, organized, or incorporated; 4. The converting entity shall cease to be a partnership or limited partnership when the certificate of entity conversion becomes effective; 5. If the converting entity is a partnership, a statement of partnership authority filed by the partnership that has not been canceled shall be deemed canceled when the certificate of entity conversion becomes effective; 6. If the converting entity is a limited partnership, its certificate of limited partnership shall be deemed canceled when the certificate of entity conversion becomes effective; 7. If the partnership or limited partnership is registered as a registered limited liability partnership, that status shall be deemed canceled when the certificate of entity conversion becomes effective; and 8. Any partner of a converting entity who, before the conversion, was liable for the liabilities or obligations of the converting entity is not released from those liabilities or obligations by reason of the conversion. 2016, c. 288 .",
          "role": "LP-to-LLC effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-llc-article15.html/VA/4e1c585ae33db539021e6ee196eb71c24236c4b890f43ba4a5b2a3736efbeb00.html",
          "source_sha256": "4e1c585ae33db539021e6ee196eb71c24236c4b890f43ba4a5b2a3736efbeb00",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/"
        },
        {
          "pinpoint": "Va. Code §13.1-722.13",
          "quote": "§ 13.1-722.13. Effect of conversion. A. When a conversion becomes effective: 1. All property owned by, and every contract right possessed by, the converting entity remains the property and contract rights of the converted entity without reversion or impairment; 2. All debts, obligations, and other liabilities of the converting entity remain the debts, obligations, and other liabilities of the converted entity; 3. The name of the converted entity may, but need not, be substituted for the name of the converting entity in any pending action or proceeding; 4. If the converted entity is a filing entity or a domestic corporation or a domestic or foreign nonstock corporation, its public organic record and its private organic rules become effective; 5. If the converted entity is not a filing entity, its private organic rules become effective; 6. If the converted entity is a registered limited liability partnership, the filing required to become a registered limited liability partnership and its private organic rules become effective; 7. The shares or eligible interests of the converting entity are reclassified into shares, eligible interests, or other securities, obligations, rights to acquire shares, eligible interests or other securities, cash, or other property in accordance with the terms of the conversion, and the shareholders or interest holders of the converting entity are entitled only to the rights provided to them by those terms and to any appraisal rights they may have under the organic law of the converting entity; 8. The converted entity is: a. Incorporated or organized under and subject to the organic law of the converted entity; b. The same entity without interruption as the converting entity; and c. Deemed to have been incorporated or otherwise organized on the date that the converting entity was originally incorporated or organized. B. When a conversion of a domestic corporation to a foreign eligible entity becomes effective, the converted entity is deemed to: 1. Appoint the clerk of the Commission as an agent for service of process in any proceeding to (i) enforce the rights of shareholders who exercise appraisal rights in connection with the conversion or (ii) based on a cause of action against a nonsurviving domestic corporation arising during the time it was in existence under the laws of the Commonwealth, which service of process shall be made on the clerk in accordance with § 12.1-19.1 ; and 2. Agree that it will promptly pay the amount, if any, to which such shareholders are entitled under Article 15 (§ 13.1-729 et seq.). C. If the converting entity is a foreign eligible entity that is authorized or registered to transact business in the Commonwealth, its certificate of authority or registration shall be deemed withdrawn on the effective date of its conversion. D. Except as otherwise provided in the articles of incorporation of a domestic corporation or the organic law or organic rules of a foreign corporation or a domestic or a foreign eligible entity, a shareholder or eligible interest holder who becomes subject to interest holder liability in respect of a domestic corporation or eligible entity as a result of the conversion shall have such interest holder liability only in respect of interest holder liabilities that arise after the conversion becomes effective. E. Except as otherwise provided in the organic law or the organic rules of the eligible entity, the interest holder liability of an interest holder in a converting eligible entity that converts to a domestic corporation who had interest holder liability in respect of such converting eligible entity before the conversion becomes effective shall be as follows: 1. The conversion does not discharge that prior interest holder liability with respect to any interest holder liabilities that arose before the conversion became effective. 2. The provisions of the organic law of the eligible entity shall continue to apply to the collection or discharge of any interest holder liabilities preserved by subdivision 1, as if the conversion had not occurred. 3. The eligible interest holder shall have such rights of contribution from other persons as are provided by the organic law of the eligible entity with respect to any interest holder liabilities preserved by subdivision 1, as if the conversion had not occurred. 4. The eligible interest holder shall not, by reason of such prior interest holder liability, have interest holder liability with respect to any interest holder liabilities that arise after the conversion becomes effective. F. A conversion does not require the converting entity to wind up its affairs and does not constitute or cause the dissolution, termination, or cancellation of the entity. G. Property held for charitable purposes under the laws of the Commonwealth by a corporation or a domestic or foreign eligible entity immediately before a conversion shall not, as a result of the transaction, be diverted from the objects for which it was donated, granted, devised, or otherwise transferred except and to the extent permitted by or pursuant to the laws of the Commonwealth addressing cy pres or dealing with nondiversion of charitable assets. H. A bequest, devise, gift, grant, or promise contained in a will or other instrument of donation, subscription, or conveyance which is made to the converting entity and which takes effect or remains payable after the conversion inures to the converted entity. I. A trust obligation that would govern property if transferred to the converting entity applies to property that is transferred to the converted entity after the conversion takes effect. 2001, c. 545 ; 2002, c. 1 ; 2005, c. 765 ; 2015, c. 623 ; 2016, c. 288 ; 2019, c. 734 ; 2020, c. 1226 .",
          "role": "LP-to-corporation effects",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-2.html/VA/f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745.html",
          "source_sha256": "f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The mapped LP conversion routes preserve entity identity, property, obligations, and pending proceedings.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §50-73.11:4",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 50-73.11:4. Effect of conversion; entity unchanged. A. A general partnership that has been converted to a limited partnership pursuant to § 50-73.11:3 , former § 50-73.11:1 , or former § 50-73.125 shall be deemed for all purposes the same entity that existed before the conversion. B. When such conversion takes effect: 1. The title to real estate and other property owned by the converting general partnership remains vested in the converted limited partnership; 2. All obligations of the converting general partnership continue as obligations of the converted limited partnership; and 3. An action or proceeding pending against the converting general partnership may be continued as if the conversion had not occurred. C. A general partner who becomes a limited partner as a result of the conversion remains liable as a general partner for an obligation incurred by the general partnership before the conversion takes effect. If the other party to a transaction with the limited partnership reasonably believes when entering the transaction that the limited partner is a general partner, the limited partner is liable for an obligation incurred by the limited partnership within 90 days after the conversion takes effect. The limited partner's liability for all other obligations of the limited partnership incurred after the conversion takes effect is that of a limited partner as provided in this chapter. D. If the converting general partnership is formed under the laws of the Commonwealth and is registered with the Commission as a registered limited liability partnership at the time of conversion, the registration as a registered limited liability partnership shall continue as to the converted limited partnership upon the effective date and time of the conversion. 2007, c. 631 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-lp-chapter2-1.html/VA/22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66",
      "source_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §§13.1-603, 13.1-722.9(A)",
          "quote": "§ 13.1-722.9. Conversion. A. By complying with this article, a domestic corporation may become (i) a domestic eligible entity or (ii) a foreign eligible entity if the conversion is permitted by the organic law of the foreign entity. B. By complying with this article and applicable provisions of its organic law, a domestic eligible entity may become a domestic corporation. If procedures for the approval of a conversion are not provided by the organic law or organic rules of a domestic eligible entity, the conversion shall be adopted and approved in the same manner as a merger of that eligible entity. If the organic law or organic rules of a domestic eligible entity do not provide procedures for the approval of either a conversion or a merger, a plan of conversion may nonetheless be adopted and approved by the unanimous consent of all the interest holders of such eligible entity. In either such case, the conversion thereafter may be effected as provided in the other provisions of this article, and for purposes of applying this article in such a case: 1. The eligible entity, its members or interest holders, eligible interests, and organic rules taken together, shall be deemed to be a domestic corporation, shareholders, shares, and articles of incorporation, respectively and vice versa, as the context may require; and 2. If the business and affairs of the eligible entity are managed by a person or persons that are not identical to the members or interest holders, that person or persons shall be deemed to be the board of directors. C. By complying with the provisions of this article applicable to foreign entities, a foreign eligible entity may become a domestic corporation if the organic law of the foreign eligible entity permits it to become a corporation in another jurisdiction and it has complied with said law in effecting the conversion. D. Notwithstanding the provisions of subsection B, unless otherwise provided for in Chapter 2.2 (§ 50-73.79 et seq.) of Title 50, a domestic partnership that has filed either a statement of partnership authority or a statement of registration as a registered limited liability partnership with the Commission that is not canceled may become a domestic corporation pursuant to a plan of conversion that is approved by the domestic partnership in accordance with the provisions of this article. 2001, c. 545 ; 2002, c. 1 ; 2016, c. 288 ; 2019, c. 734 ; 2020, c. 1226 .",
          "role": "domestic-stock-corporation-to-LP route",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-2.html/VA/f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745.html",
          "source_sha256": "f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A domestic or foreign general partnership may convert to a Virginia LP, subject to partner approval and certificate filing.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §50-73.11:3",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 50-73.11:3. Conversion of general partnership to limited partnership. A. A domestic or foreign general partnership may convert to a limited partnership pursuant to this section. B. The terms and conditions of a conversion of a general partnership to a limited partnership shall be approved by the partners in the manner provided in the partnership's partnership agreement for amendments to the partnership agreement or, if no such provision is made in the partnership agreement, by all of the partners. C. After the conversion is approved by the partners, the general partnership shall file a certificate of limited partnership that meets the requirements of § 50-73.11 and includes the following: 1. The name of the former general partnership and the identification number issued by the Commission to the general partnership, if any; 2. The jurisdiction under whose law the general partnership was formed immediately prior to the filing of the certificate of limited partnership; 3. If the former general partnership is registered with the Commission as a registered limited liability partnership, a statement to that effect; 4. A statement that the conversion of the general partnership to a limited partnership was approved by the partners in accordance with the provisions of subsection B. 2007, c. 631 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-lp-chapter2-1.html/VA/22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66",
      "source_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §13.1-722.9(B)",
          "quote": "§ 13.1-722.9. Conversion. A. By complying with this article, a domestic corporation may become (i) a domestic eligible entity or (ii) a foreign eligible entity if the conversion is permitted by the organic law of the foreign entity. B. By complying with this article and applicable provisions of its organic law, a domestic eligible entity may become a domestic corporation. If procedures for the approval of a conversion are not provided by the organic law or organic rules of a domestic eligible entity, the conversion shall be adopted and approved in the same manner as a merger of that eligible entity. If the organic law or organic rules of a domestic eligible entity do not provide procedures for the approval of either a conversion or a merger, a plan of conversion may nonetheless be adopted and approved by the unanimous consent of all the interest holders of such eligible entity. In either such case, the conversion thereafter may be effected as provided in the other provisions of this article, and for purposes of applying this article in such a case: 1. The eligible entity, its members or interest holders, eligible interests, and organic rules taken together, shall be deemed to be a domestic corporation, shareholders, shares, and articles of incorporation, respectively and vice versa, as the context may require; and 2. If the business and affairs of the eligible entity are managed by a person or persons that are not identical to the members or interest holders, that person or persons shall be deemed to be the board of directors. C. By complying with the provisions of this article applicable to foreign entities, a foreign eligible entity may become a domestic corporation if the organic law of the foreign eligible entity permits it to become a corporation in another jurisdiction and it has complied with said law in effecting the conversion. D. Notwithstanding the provisions of subsection B, unless otherwise provided for in Chapter 2.2 (§ 50-73.79 et seq.) of Title 50, a domestic partnership that has filed either a statement of partnership authority or a statement of registration as a registered limited liability partnership with the Commission that is not canceled may become a domestic corporation pursuant to a plan of conversion that is approved by the domestic partnership in accordance with the provisions of this article. 2001, c. 545 ; 2002, c. 1 ; 2016, c. 288 ; 2019, c. 734 ; 2020, c. 1226 .",
          "role": "LP-to-corporation route",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-2.html/VA/f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745.html",
          "source_sha256": "f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "A Virginia LP with an uncanceled certificate may convert to an LLC, and an LP as an eligible entity may convert to a stock corporation.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-1082(F)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 13.1-1082. (Effective until January 1, 2027) Entity conversion. A. A domestic limited liability company may become a domestic stock corporation or a domestic business trust pursuant to a plan of entity conversion that is approved by the limited liability company in accordance with the provisions of this article. B. A domestic stock corporation may become a domestic limited liability company pursuant to a plan of entity conversion that is adopted and approved by the corporation in accordance with the provisions of Article 12.2 (§ 13.1-722.8 et seq.) of Chapter 9. C. A domestic nonstock corporation may become a domestic limited liability company pursuant to a plan of entity conversion that is adopted and approved by the corporation in accordance with the provisions of Article 17.1 (§ 13.1-944.1 et seq.) of Chapter 10. D. A domestic business trust may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the business trust in accordance with the provisions of Article 12 (§ 13.1-1264 et seq.) of Chapter 14. E. Unless otherwise provided for in Chapter 2.2 (§ 50-73.79 et seq.) of Title 50, a domestic partnership that has filed either a statement of partnership authority or a statement of registration as a registered limited liability partnership with the Commission that is not canceled may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the domestic partnership in accordance with the provisions of this article. F. Unless otherwise provided for in Chapter 2.1 (§ 50-73.1 et seq.) of Title 50, a domestic limited partnership that has filed a certificate of limited partnership with the Commission that is not canceled may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the domestic limited partnership in accordance with the provisions of this article. 2016, c. 288 .",
      "readiness": "ready",
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      "rendered": "value",
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      "source_sha256": "4e1c585ae33db539021e6ee196eb71c24236c4b890f43ba4a5b2a3736efbeb00",
      "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No procedure authorizing a foreign LP to become a Virginia LP was located after the complete mapped-source search.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-lp-chapter2-1.html/VA/22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66",
      "source_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No procedure authorizing a Virginia LP to become a foreign LP was located after the complete mapped-source search.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-lp-chapter2-1.html/VA/22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66",
      "source_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §13.1-603, eligible-entity definition",
          "quote": "\"Eligible entity\" means a domestic or foreign unincorporated entity or a domestic or foreign nonstock corporation.",
          "role": "eligible-entity umbrella definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/va-code-13-1-603.html",
          "source_sha256": "045822e85c3e7b8969b5f784c1ac1987c2e5892b780a09807ae5c6a28ec5a626",
          "source_url": "https://law.lis.virginia.gov/vacode/title13.1/chapter9/section13.1-603/"
        },
        {
          "pinpoint": "Va. Code §13.1-603, domestic-unincorporated-entity definition",
          "quote": "\"Unincorporated entity\" or \"domestic unincorporated entity\" means a domestic partnership, limited liability company, limited partnership or business trust.",
          "role": "LP as a domestic eligible entity",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/va-code-13-1-603.html",
          "source_sha256": "045822e85c3e7b8969b5f784c1ac1987c2e5892b780a09807ae5c6a28ec5a626",
          "source_url": "https://law.lis.virginia.gov/vacode/title13.1/chapter9/section13.1-603/"
        },
        {
          "pinpoint": "Va. Code §13.1-722.9(A)",
          "quote": "§ 13.1-722.9. Conversion. A. By complying with this article, a domestic corporation may become (i) a domestic eligible entity or (ii) a foreign eligible entity if the conversion is permitted by the organic law of the foreign entity. B. By complying with this article and applicable provisions of its organic law, a domestic eligible entity may become a domestic corporation. If procedures for the approval of a conversion are not provided by the organic law or organic rules of a domestic eligible entity, the conversion shall be adopted and approved in the same manner as a merger of that eligible entity. If the organic law or organic rules of a domestic eligible entity do not provide procedures for the approval of either a conversion or a merger, a plan of conversion may nonetheless be adopted and approved by the unanimous consent of all the interest holders of such eligible entity. In either such case, the conversion thereafter may be effected as provided in the other provisions of this article, and for purposes of applying this article in such a case: 1. The eligible entity, its members or interest holders, eligible interests, and organic rules taken together, shall be deemed to be a domestic corporation, shareholders, shares, and articles of incorporation, respectively and vice versa, as the context may require; and 2. If the business and affairs of the eligible entity are managed by a person or persons that are not identical to the members or interest holders, that person or persons shall be deemed to be the board of directors. C. By complying with the provisions of this article applicable to foreign entities, a foreign eligible entity may become a domestic corporation if the organic law of the foreign eligible entity permits it to become a corporation in another jurisdiction and it has complied with said law in effecting the conversion. D. Notwithstanding the provisions of subsection B, unless otherwise provided for in Chapter 2.2 (§ 50-73.79 et seq.) of Title 50, a domestic partnership that has filed either a statement of partnership authority or a statement of registration as a registered limited liability partnership with the Commission that is not canceled may become a domestic corporation pursuant to a plan of conversion that is approved by the domestic partnership in accordance with the provisions of this article. 2001, c. 545 ; 2002, c. 1 ; 2016, c. 288 ; 2019, c. 734 ; 2020, c. 1226 .",
          "role": "corporation-to-LP route",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-2.html/VA/f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745.html",
          "source_sha256": "f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The mapped provisions permit domestic or foreign general partnerships and domestic stock corporations to convert into a Virginia LP.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §50-73.11:3",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 50-73.11:3. Conversion of general partnership to limited partnership. A. A domestic or foreign general partnership may convert to a limited partnership pursuant to this section. B. The terms and conditions of a conversion of a general partnership to a limited partnership shall be approved by the partners in the manner provided in the partnership's partnership agreement for amendments to the partnership agreement or, if no such provision is made in the partnership agreement, by all of the partners. C. After the conversion is approved by the partners, the general partnership shall file a certificate of limited partnership that meets the requirements of § 50-73.11 and includes the following: 1. The name of the former general partnership and the identification number issued by the Commission to the general partnership, if any; 2. The jurisdiction under whose law the general partnership was formed immediately prior to the filing of the certificate of limited partnership; 3. If the former general partnership is registered with the Commission as a registered limited liability partnership, a statement to that effect; 4. A statement that the conversion of the general partnership to a limited partnership was approved by the partners in accordance with the provisions of subsection B. 2007, c. 631 .",
      "readiness": "ready",
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      "rendered": "value",
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      "snapshot_resolved": true,
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      "source_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §13.1-603, eligible-entity definition",
          "quote": "\"Eligible entity\" means a domestic or foreign unincorporated entity or a domestic or foreign nonstock corporation.",
          "role": "eligible-entity umbrella definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/va-code-13-1-603.html",
          "source_sha256": "045822e85c3e7b8969b5f784c1ac1987c2e5892b780a09807ae5c6a28ec5a626",
          "source_url": "https://law.lis.virginia.gov/vacode/title13.1/chapter9/section13.1-603/"
        },
        {
          "pinpoint": "Va. Code §13.1-603, domestic-unincorporated-entity definition",
          "quote": "\"Unincorporated entity\" or \"domestic unincorporated entity\" means a domestic partnership, limited liability company, limited partnership or business trust.",
          "role": "LP as a domestic eligible entity",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/va-code-13-1-603.html",
          "source_sha256": "045822e85c3e7b8969b5f784c1ac1987c2e5892b780a09807ae5c6a28ec5a626",
          "source_url": "https://law.lis.virginia.gov/vacode/title13.1/chapter9/section13.1-603/"
        },
        {
          "pinpoint": "Va. Code §13.1-722.9(B)",
          "quote": "§ 13.1-722.9. Conversion. A. By complying with this article, a domestic corporation may become (i) a domestic eligible entity or (ii) a foreign eligible entity if the conversion is permitted by the organic law of the foreign entity. B. By complying with this article and applicable provisions of its organic law, a domestic eligible entity may become a domestic corporation. If procedures for the approval of a conversion are not provided by the organic law or organic rules of a domestic eligible entity, the conversion shall be adopted and approved in the same manner as a merger of that eligible entity. If the organic law or organic rules of a domestic eligible entity do not provide procedures for the approval of either a conversion or a merger, a plan of conversion may nonetheless be adopted and approved by the unanimous consent of all the interest holders of such eligible entity. In either such case, the conversion thereafter may be effected as provided in the other provisions of this article, and for purposes of applying this article in such a case: 1. The eligible entity, its members or interest holders, eligible interests, and organic rules taken together, shall be deemed to be a domestic corporation, shareholders, shares, and articles of incorporation, respectively and vice versa, as the context may require; and 2. If the business and affairs of the eligible entity are managed by a person or persons that are not identical to the members or interest holders, that person or persons shall be deemed to be the board of directors. C. By complying with the provisions of this article applicable to foreign entities, a foreign eligible entity may become a domestic corporation if the organic law of the foreign eligible entity permits it to become a corporation in another jurisdiction and it has complied with said law in effecting the conversion. D. Notwithstanding the provisions of subsection B, unless otherwise provided for in Chapter 2.2 (§ 50-73.79 et seq.) of Title 50, a domestic partnership that has filed either a statement of partnership authority or a statement of registration as a registered limited liability partnership with the Commission that is not canceled may become a domestic corporation pursuant to a plan of conversion that is approved by the domestic partnership in accordance with the provisions of this article. 2001, c. 545 ; 2002, c. 1 ; 2016, c. 288 ; 2019, c. 734 ; 2020, c. 1226 .",
          "role": "LP-to-corporation route",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-2.html/VA/f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745.html",
          "source_sha256": "f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The mapped provisions permit a Virginia LP to convert to a domestic LLC or domestic stock corporation.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §13.1-1082(F)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 13.1-1082. (Effective until January 1, 2027) Entity conversion. A. A domestic limited liability company may become a domestic stock corporation or a domestic business trust pursuant to a plan of entity conversion that is approved by the limited liability company in accordance with the provisions of this article. B. A domestic stock corporation may become a domestic limited liability company pursuant to a plan of entity conversion that is adopted and approved by the corporation in accordance with the provisions of Article 12.2 (§ 13.1-722.8 et seq.) of Chapter 9. C. A domestic nonstock corporation may become a domestic limited liability company pursuant to a plan of entity conversion that is adopted and approved by the corporation in accordance with the provisions of Article 17.1 (§ 13.1-944.1 et seq.) of Chapter 10. D. A domestic business trust may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the business trust in accordance with the provisions of Article 12 (§ 13.1-1264 et seq.) of Chapter 14. E. Unless otherwise provided for in Chapter 2.2 (§ 50-73.79 et seq.) of Title 50, a domestic partnership that has filed either a statement of partnership authority or a statement of registration as a registered limited liability partnership with the Commission that is not canceled may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the domestic partnership in accordance with the provisions of this article. F. Unless otherwise provided for in Chapter 2.1 (§ 50-73.1 et seq.) of Title 50, a domestic limited partnership that has filed a certificate of limited partnership with the Commission that is not canceled may become a domestic limited liability company pursuant to a plan of entity conversion that is approved by the domestic limited partnership in accordance with the provisions of this article. 2016, c. 288 .",
      "readiness": "ready",
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      "table": "structuring"
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    "structuring:pp-conversion-domestication#VA.lp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §13.1-1005",
          "quote": "§ 13.1-1005. Fees Virginia General Assembly / LIS Learning Center / Privacy Policy / LIS home / Register Account / Login Session Information Bills & Resolutions State Budget Virginia Law Reports to the General Assembly Virginia Law Select Search Type All Code of Virginia Administrative Code Constitution Charters Authorities Compacts Uncodified Acts Code of Virginia Table of Contents » Title 13.1. Corporations » Chapter 12. Virginia Limited Liability Company Act » Article 1. General Provisions » § 13.1-1005. Fees Section Print PDF email Creating a Report: Check the sections you'd like to appear in the report, then use the \"Create Report\" button at the bottom of the page to generate your report. Once the report is generated you'll then have the option to download it as a pdf, print or email the report. Code of Virginia Title 13.1. Corporations Chapter 12. Virginia Limited Liability Company Act 9/29/2026 § 13.1-1005 . Fees. The Commission shall charge and collect the following fees: 1. For filing any one of the following, the fee shall be $100: a. Articles of organization. b. An application for registration as a foreign limited liability company. c. Articles of entity conversion to convert a limited liability company to a domestic business trust or to convert a domestic partnership or limited partnership to a limited liability company. d. Articles of domestication. e. A statement of protected series designation. f. An application for registration as a foreign protected series. 2. For filing any one of the following, the fee shall be $25: a. Articles of amendment. b. Articles of cancellation. c. Articles of correction referred to in § 13.1-1011.1 , a copy of an amendment or correction referred to in § 13.1-1055 , or an amended application for registration referred to in § 13.1-1055 , provided that an amended application shall not require a separate fee when it is filed with a copy of an amendment or a correction referred to in § 13.1-1055 . d. A copy of an instrument of merger of a foreign limited liability company referred to in § 13.1-1060 . e. Articles of merger. f. Articles of entity conversion to convert a limited liability company to a domestic corporation, in addition to a charter fee ascertained in accordance with § 13.1-615.1 . g. A copy of an instrument of entity conversion of a foreign limited liability company holding a certificate of registration to transact business in the Commonwealth. h. Articles of restatement. i. Articles of organization surrender. j. An application for a certificate of cancellation to cancel a certificate of registration as a foreign limited liability company. k. A statement of designation change pursuant to § 13.1-1095 or 13.1-1096 . l. A statement of designation cancellation. m. An application for a certificate of cancellation to cancel a certificate of registration as a foreign protected series. 3. For filing any one of the following, the fee shall be $10: a. An application to reserve or to renew the reservation of a name for use by a domestic or foreign limited liability company. b. A notice of the transfer of a name reserved for use by a domestic or a foreign limited liability company. 4. For issuing a certificate pursuant to § 13.1-1067 or 13.1-1099 , $6 for each certificate. 1991, c. 168; 1992, cc. 574, 575; 1993, c. 113; 1995, c. 368 ; 1998, c. 432 ; 2001, c. 545 ; 2002, c. 1 ; 2003, c. 379 ; 2004, c. 274 ; 2005, c. 255 ; 2006, cc. 748 , 912 ; 2007, c. 810 ; 2008, c. 108 ; 2012, c. 130 ; 2019, c. 636 ; 2021, Sp. Sess. I, c. 487 .",
          "role": "LP-to-LLC filing fee locator",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/va-code-13-1-1005.html",
          "source_sha256": "88c9689b6ac0ee0306ea8ca55fc06952ab622be734e0704374b9d3b1d8bc68bb",
          "source_url": "https://law.lis.virginia.gov/vacode/title13.1/chapter12/section13.1-1005/"
        },
        {
          "pinpoint": "Va. Code §13.1-616",
          "quote": "§ 13.1-616. Fees for filing documents or issuing certificates Virginia General Assembly / LIS Learning Center / Privacy Policy / LIS home / Register Account / Login Session Information Bills & Resolutions State Budget Virginia Law Reports to the General Assembly Virginia Law Select Search Type All Code of Virginia Administrative Code Constitution Charters Authorities Compacts Uncodified Acts Code of Virginia Table of Contents » Title 13.1. Corporations » Chapter 9. Virginia Stock Corporation Act » Article 2. Fees » § 13.1-616. Fees for filing documents or issuing certificates Section Print PDF email Creating a Report: Check the sections you'd like to appear in the report, then use the \"Create Report\" button at the bottom of the page to generate your report. Once the report is generated you'll then have the option to download it as a pdf, print or email the report. Code of Virginia Title 13.1. Corporations Chapter 9. Virginia Stock Corporation Act 9/20/2026 § 13.1-616 . Fees for filing documents or issuing certificates. The Commission shall charge and collect the following fees, except as provided in § 12.1-21.2 : 1. For filing of articles of conversion to convert a corporation to an eligible entity, the fee shall be $100. 2. For filing any one of the following, the fee shall be $25: a. Articles of incorporation or domestication. b. Articles of conversion to convert an eligible entity to a corporation. c. Articles of amendment or restatement. d. Articles of merger or share exchange. e. Articles of correction. f. Articles of ratification. g. An application of a foreign corporation for a certificate of authority to transact business in the Commonwealth. h. An application of a foreign corporation for an amended certificate of authority to transact business in the Commonwealth. i. A copy of an amendment of the articles of incorporation of a foreign corporation holding a certificate of authority to transact business in the Commonwealth. j. A copy of articles of merger of a foreign corporation holding a certificate of authority to transact business in the Commonwealth. k. A copy of an instrument of conversion of a foreign corporation holding a certificate of authority to transact business in the Commonwealth. l. An application to renew the registration of a corporate name. 3. For filing any one of the following, the fee shall be $10: a. An application to reserve or to renew the reservation of a corporate name. b. A notice of transfer of a reserved corporate name. c. An application for use of an indistinguishable name. d. Articles of dissolution. e. Articles of revocation of dissolution. f. Articles of termination of corporate existence. g. An application for a certificate of withdrawal of a foreign corporation. h. A notice of release of a registered name. 4. For issuing a certificate pursuant to § 13.1-781 , the fee shall be $6. Code 1950, §§ 13-18, 13.1-123, 13.1-124.1; 1956, c. 428; 1958, c. 564; 1964, c. 551; 1972, c. 579; 1975, c. 500; 1981, c. 522; 1982, c. 460; 1984, c. 294; 1985, c. 522; 1988, c. 405; 1995, c. 368 ; 2001, c. 545 ; 2002, c. 1 ; 2004, c. 274 ; 2005, c. 765 ; 2007, cc. 771 , 810 ; 2012, c. 130 ; 2019, c. 734 ; 2020, c. 1226 ; 2026, cc. 383 , 892 .",
          "role": "LP-to-corporation filing fee locator",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/VA/b752133a4f79dfaee51150dd32b8c6c2d2cf7e6b1060575a73a230e9fb313e24.html",
          "source_sha256": "b752133a4f79dfaee51150dd32b8c6c2d2cf7e6b1060575a73a230e9fb313e24",
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        {
          "pinpoint": "Va. Code §13.1-615.1(D)",
          "quote": "§ 13.1-615.1. Charter and entrance fees for corporations Virginia General Assembly / LIS Learning Center / Privacy Policy / LIS home / Register Account / Login Session Information Bills & Resolutions State Budget Virginia Law Reports to the General Assembly Virginia Law Select Search Type All Code of Virginia Administrative Code Constitution Charters Authorities Compacts Uncodified Acts Code of Virginia Table of Contents » Title 13.1. Corporations » Chapter 9. Virginia Stock Corporation Act » Article 2. Fees » § 13.1-615.1. Charter and entrance fees for corporations Section Print PDF email Creating a Report: Check the sections you'd like to appear in the report, then use the \"Create Report\" button at the bottom of the page to generate your report. Once the report is generated you'll then have the option to download it as a pdf, print or email the report. Code of Virginia Title 13.1. Corporations Chapter 9. Virginia Stock Corporation Act 9/20/2026 § 13.1-615.1 . Charter and entrance fees for corporations. A. Every domestic corporation, upon the granting of its charter or upon its incorporation by domestication or conversion, shall pay a charter fee into the state treasury, and every foreign corporation, when it obtains from the State Corporation Commission a certificate of authority to transact business in the Commonwealth, shall pay an entrance fee into the state treasury. The fee in each case is to be ascertained and fixed as follows: For any domestic or foreign corporation whose number of authorized shares is 1,000,000 or fewer shares: $50 for each 25,000 shares or fraction thereof; For any domestic or foreign corporation whose number of authorized shares is more than 1,000,000 shares: $2,500. B. For any foreign corporation that files articles of domestication and that had authority to transact business in the Commonwealth at the time of such filing, the charter fee to be charged upon domestication shall be an amount equal to the difference between the amount that would be required by this section and the amount already paid as an entrance fee by such corporation. C. Whenever by articles of amendment, articles of merger, articles of correction, or articles of ratification, the number of authorized shares of any domestic or foreign corporation or of the surviving corporation is increased, the charter or entrance fee to be charged shall be an amount equal to the difference between the amount already paid as a charter or entrance fee by such corporation and the amount that would be required by this section to be paid if the increased number of authorized shares were being stated at that time in the original articles of incorporation. D. For any domestic nonstock corporation, limited liability company, business trust, limited partnership, or partnership that files articles of conversion to become a domestic corporation and that had previously converted from a domestic corporation, the charter fee to be charged upon conversion shall be an amount equal to the difference between the amount that would be required by this section and the amount already paid as a charter fee by the domestic nonstock corporation, limited liability company, business trust, limited partnership, or partnership when it was a domestic corporation. E. For any domestic nonstock corporation that files articles of conversion to become a domestic corporation and that was not previously incorporated as a domestic corporation, the charter fee to be charged shall be an amount equal to the difference between the amount already paid as a charter fee by the domestic nonstock corporation upon its incorporation and the amount that would be required by this section to be paid in accordance with the number of authorized shares in the corporation's amended and restated articles of incorporation. F. If no charter or entrance fee has been heretofore paid to the Commonwealth, the amount to be paid shall be the same as would have to be paid on original incorporation or application for authority to transact business. 1988, c. 405; 2001, c. 545 ; 2002, c. 1 ; 2007, c. 810 ; 2008, c. 509 ; 2015, c. 623 ; 2019, c. 734 ; 2020, c. 1226 ; 2021, Sp. Sess. I, c. 487 .",
          "role": "LP-to-corporation charter-fee locator",
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        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "LP conversion fee locators are distributed across the LP filing schedule and the applicable LLC or corporation destination schedules.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §50-73.17(B)",
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      "quote": "§ 50-73.17. Filing; fees; effective time and date. A. 1. One signed copy of the certificate of limited partnership, of any amended and restated certificate referred to in § 50-73.77 , of any certificate of amendment or cancellation, of any restated certificate of limited partnership or of any articles of merger shall be delivered to the Commission for filing and shall be accompanied by the required filing fee. 2. Any document delivered to the Commission for filing shall be typewritten or printed in black. Photocopies, or other reproduced copies, of typewritten or printed certificates may be filed. In every case, information in the document shall be legible and the document shall be capable of being reformatted and reproduced in copies of archival quality. 3. The document shall be in the English language. A limited partnership name need not be in English if written in English letters or Arabic or Roman numerals. The certificate of limited partnership or partnership agreement, duly authenticated by the official having custody of the applicable records in the state or other jurisdiction under whose law the limited partnership is formed, which is required of foreign limited partnerships, need not be in English if accompanied by a reasonably authenticated English translation. 4. If, pursuant to any provision of this chapter, the Commission has prescribed a mandatory form for the document, the document shall be in or on the prescribed form. 5. A person who executes a certificate as an agent or fiduciary need not exhibit evidence of his authority as a prerequisite to filing. If the Commission finds that the certificate complies with the provisions of this chapter, that it has been signed as required by this chapter, and that the required filing fee has been paid, it shall file the certificate and admit it to record in its office. 6. The Commission may accept the electronic filing of any information required or permitted to be filed by this chapter and may prescribe the methods of execution, recording, reproduction and certification of electronically filed information pursuant to § 59.1-496 . B. The Commission shall charge and collect the following fees, except as provided in § 12.1-21.2 : 1. For filing any one of the following, the fee shall be $10: a. An application to reserve or to renew the reservation of a name for use by a domestic or a foreign limited partnership; b. A notice of the transfer of a name reserved for the use by a domestic or a foreign limited partnership; and c. A certificate declaring withdrawal referred to in § 50-73.25 . 2. For filing any one of the following, the fee shall be $100: a. A certificate of limited partnership; b. An application for registration as a foreign limited partnership; and c. An amended and restated certificate of limited partnership referred to in § 50-73.77 . 3. For filing any one of the following, the fee shall be $25: a. A certificate of amendment; b. A restated certificate of limited partnership; c. A copy of an amendment or correction referred to in § 50-73.57 , or an amended application referred to in § 50-73.57 , provided that an amended application shall not require a separate fee when it is filed with a copy of an amendment or a correction referred to in § 50-73.57 ; d. Articles of merger; e. A copy of an instrument of merger of a foreign limited partnership holding a certificate of registration to transact business in the Commonwealth; f. A copy of an instrument of entity conversion of a foreign limited partnership holding a certificate of registration to transact business in the Commonwealth; g. A certificate of cancellation; and h. An application for cancellation of a foreign limited partnership. 4. For issuing a certificate pursuant to § 50-73.76:1 , the fee shall be $6. C. 1. A certificate filed with or issued by the Commission pursuant to the provisions of this chapter is effective at the time such certificate is filed or issued unless the certificate or articles to which the certificate relates are filed on behalf of a limited partnership and state that they shall become effective at a later time or date specified in the certificate or articles. In that event, the certificate shall become effective at the earlier of the time and date so specified or 11:59 p.m. on the fifteenth day after the date on which the certificate is filed with or issued by the Commission. If a delayed effective date is specified, but no time is specified, the effective time shall be 12:01 a.m. on the date specified. Any other document filed with the Commission shall be effective when accepted for filing unless otherwise provided for in this chapter. 2. Notwithstanding subdivision 1, any certificate that has a delayed effective time or date shall not become effective if, prior to the effective time and date, a statement of cancellation signed by each party to which the certificate relates is delivered to the Commission for filing. If the Commission finds that the statement of cancellation complies with the requirements of law, it shall, by order, cancel the certificate. 3. A statement of cancellation shall contain: a. The name of the limited partnership; b. The name of the certificate and the date on which the certificate was filed with or issued by the Commission; c. The time and date on which the Commission's certificate becomes effective; and d. A statement that the certificate is being canceled in accordance with this section. 4. Notwithstanding subdivision 1, for purposes of §§ 50-73.2 and 50-73.56 , any certificate that has a delayed effective date shall be deemed to be effective when the certificate is filed or, in the case of a certificate of merger, issued. 5. For certificates with a delayed effective date and time, the effective date and time shall be Eastern Time. D. Notwithstanding any other provision of law to the contrary, the Commission shall have the power to act upon a petition filed by a limited partnership at any time to correct Commission records so as to eliminate the effects of clerical errors and of filings made by a person without authority to act for the limited partnership. 1985, c. 607; 1987, c. 702; 1991, c. 434; 1992, c. 575; 1993, c. 292; 1995, cc. 70 , 368 ; 2000, c. 995 ; 2002, c. 441 ; 2004, c. 274 ; 2007, cc. 631 , 771 ; 2008, c. 586 ; 2012, c. 130 ; 2021, Sp. Sess. I, c. 487 .",
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      "source_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §13.1-1083",
          "quote": "§ 13.1-1083. Plan of entity conversion. A. In the case of a domestic limited liability company that is a converting entity: 1. The limited liability company shall approve a plan of entity conversion setting forth: a. A statement of the limited liability company's intention to convert to a domestic stock corporation or business trust; b. The terms and conditions of the conversion, including the manner and basis of converting the membership interests of the limited liability company into shares of the stock corporation or beneficial interests of the business trust, preserving the ownership proportion and relative rights, preferences, and limitations of each membership interest of the converting entity; c. As an attachment to the plan, the full text of the articles of incorporation or articles of trust of the converting entity as they will be in effect upon consummation of the conversion; and d. Any other provision relating to the conversion that may be desired. 2. The plan of entity conversion may also include a provision that the plan may be amended before the effective time and date of the certificate of entity conversion. An amendment made after the submission of the plan to the members shall not alter or change any of the terms or conditions of the plan if the change would adversely affect the membership interests of the converting entity, unless the amendment has been approved by the members in the manner set forth in § 13.1-1084 . B. In the case of a domestic partnership or limited partnership that is a converting entity: 1. The partnership or limited partnership shall approve a plan of entity conversion setting forth: a. A statement of the partnership's or limited partnership's intention to convert to a domestic limited liability company; b. The terms and conditions of the conversion, including the manner and basis of converting the partnership interests of the partnership or limited partnership into membership interests of the limited liability company, preserving the ownership proportion and relative rights, preferences, and limitations of each partnership interest; c. As an attachment to the plan, the full text of the articles of organization of the resulting entity as they will be in effect upon consummation of the conversion; and d. Any other provision relating to the conversion that may be desired. 2. The plan of entity conversion may also include a provision that the plan of entity conversion may be amended before the effective time and date of the certificate of entity conversion. An amendment made after the submission of the plan: a. To the partners of a partnership shall not alter or change any of the terms or conditions of the plan if the change would adversely affect the partnership interests of the partnership, unless the amendment is approved by the partners in the manner set forth in § 13.1-1084 ; and b. To the partners of a limited partnership shall not alter or change any of the terms or conditions of the plan if the change would adversely affect the partnership interests of the limited partnership, unless the amendment is approved by the partners in the manner set forth in § 13.1-1084 . 2016, c. 288 .",
          "role": "LP-to-LLC plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-llc-article15.html/VA/4e1c585ae33db539021e6ee196eb71c24236c4b890f43ba4a5b2a3736efbeb00.html",
          "source_sha256": "4e1c585ae33db539021e6ee196eb71c24236c4b890f43ba4a5b2a3736efbeb00",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/"
        },
        {
          "pinpoint": "Va. Code §13.1-1085",
          "quote": "§ 13.1-1085. Articles of entity conversion. A. After the conversion of a domestic limited liability company into a domestic stock corporation or business trust has been approved as required by this article, the converting entity shall deliver to the Commission for filing articles of entity conversion setting forth: 1. The name of the domestic limited liability company immediately before the filing of the articles of entity conversion and the name of the converting entity upon its conversion to a domestic stock corporation or business trust, which shall satisfy the requirements of § 13.1-630 or 13.1-1214 , as the case may be; 2. The date on which the converting entity was originally organized, formed, or incorporated, and its original name, entity type, and jurisdiction of organization, formation, or incorporation, and, for each subsequent change of entity type or jurisdiction of organization, formation, or incorporation made before the filing of the articles of entity conversion, the effective date of the change and the converting entity's name, entity type, and jurisdiction of organization, formation, or incorporation upon consummation of the change; 3. The plan of entity conversion, including the full text of the articles of incorporation or articles of trust of the resulting entity that comply with the requirements of Chapter 9 (§ 13.1-601 et seq.) or Chapter 14 (§ 13.1-1200 et seq.), as they will be in effect upon consummation of the conversion; 4. The date the plan of entity conversion was approved; and 5. A statement that the plan of entity conversion was adopted by the limited liability company in accordance with § 13.1-1084 . B. After the conversion of a domestic partnership or limited partnership into a domestic limited liability company has been approved as required by this article, the converting entity shall deliver to the Commission for filing articles of entity conversion setting forth: 1. The name of the domestic partnership or limited partnership immediately before the filing of the articles of entity conversion and the name of the converting entity upon its conversion to a domestic limited liability company, which shall satisfy the requirements of this chapter; 2. The date on which the converting entity was originally organized, formed, or incorporated, and its original name, entity type, and jurisdiction of organization, formation, or incorporation, and, for each subsequent change of entity type or jurisdiction of organization, formation, or incorporation made before the filing of the articles of entity conversion, the effective date of the change and the converting entity's name, entity type, and jurisdiction of organization, formation, or incorporation upon consummation of the change; 3. The plan of entity conversion, including the full text of the articles of organization of the resulting entity that comply with the requirements of this chapter as they will be in effect upon consummation of the conversion; 4. The date the plan of entity conversion was approved; and 5. A statement that the plan of entity conversion was adopted by the partnership or limited partnership in accordance with § 13.1-1084 . C. If the Commission finds that the articles of entity conversion comply with the requirements of law and that all required fees have been paid, it shall issue a certificate of entity conversion. 2016, c. 288 .",
          "role": "LP-to-LLC articles",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-llc-article15.html/VA/4e1c585ae33db539021e6ee196eb71c24236c4b890f43ba4a5b2a3736efbeb00.html",
          "source_sha256": "4e1c585ae33db539021e6ee196eb71c24236c4b890f43ba4a5b2a3736efbeb00",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/"
        },
        {
          "pinpoint": "Va. Code §13.1-722.10",
          "quote": "§ 13.1-722.10. Plan of conversion. A. A domestic corporation may convert to a domestic or foreign eligible entity, or a domestic eligible entity may convert to a domestic corporation, under this article by approving a plan of conversion. The plan of conversion shall include: 1. The name of the converting corporation; 2. The name, jurisdiction of formation, and type of entity of the converted entity; 3. The manner and basis of converting the shares and any rights to acquire shares of the domestic corporation into eligible interests or other securities, obligations, rights to acquire eligible interests or other securities, cash, other property, or any combination of the foregoing; 4. If the converted entity will be a domestic corporation, (i) the proposed articles of incorporation of the converted entity that satisfy the requirements of § 13.1-619 and (ii) the proposed bylaws of the converted entity, which shall not be included with the articles of conversion delivered to the Commission for filing; 5. If the converted entity will be a domestic eligible entity and a filing entity, the full text, as it will be in effect immediately after the conversion becomes effective, of the organic rules of the converted entity, including the public organic record that satisfies the requirements of § 13.1-819 , 13.1-1101 , 13.1-1212 , or 50-73.11 1, as the case may be, provided that the private organic rules shall not be included with the articles of conversion delivered to the Commission for filing; 6. If the converted entity will be a foreign corporation or eligible entity, the plan of conversion may include the organic rules of the converted entity, provided that the organic rules shall not be included with the articles of conversion delivered to the Commission for filing; and 7. The other terms and conditions of the conversion. B. In addition to the requirements of subsection A, a plan of conversion may contain any other provision not prohibited by law. C. The terms of a plan of conversion may be made dependent upon facts objectively ascertainable outside the plan in accordance with subsection L of § 13.1-604 . 2001, c. 545 ; 2002, c. 1 ; 2003, c. 598 ; 2016, c. 288 ; 2019, c. 734 ; 2020, c. 1226 .",
          "role": "LP-to-corporation plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-2.html/VA/f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745.html",
          "source_sha256": "f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/"
        },
        {
          "pinpoint": "Va. Code §13.1-722.12",
          "quote": "§ 13.1-722.12. Articles of conversion; effectiveness. A. After (i) a plan of conversion of a domestic corporation has been adopted and approved as required by this article or (ii) a domestic or foreign eligible entity that is the converting entity has approved a conversion as required under its organic law, or, if applicable, this article, articles of conversion shall be signed in the name of the converting entity. The articles of conversion shall set forth: 1. The name of the converting entity, its jurisdiction of formation, and entity type; 2. The original name, date of formation, jurisdiction of formation, and entity type of the converted entity and its name, jurisdiction of formation, and entity type upon each subsequent domestication or conversion; 3. If the converting entity is a domestic corporation: a. The plan of conversion; b. The date the plan of conversion was approved; c. A statement that the plan of conversion was approved by the unanimous consent of the shareholders, or a statement that the plan was submitted by the board of directors to the shareholders in accordance with this chapter and was duly approved by the shareholders in the manner required by this chapter and by the articles of incorporation; 4. If the converted entity is a foreign eligible entity: a. A statement that the corporation revokes the authority of its registered agent to accept service on its behalf and appoints the clerk of the Commission as an agent for service of process in any proceeding based on a cause of action arising during the time it was incorporated in the Commonwealth; b. A mailing address to which the clerk may mail a copy of any process served on the clerk under subdivision a; and c. A commitment by the converting entity to notify the clerk of the Commission in the future of any change in its mailing address after the conversion becomes effective. 5. If the converting entity is a foreign eligible entity and the converted entity is a domestic corporation, a statement that the conversion is permitted by and was approved in accordance with the organic law of the foreign eligible entity; and 6. If the converting entity is a domestic nonstock corporation, limited partnership, partnership, or business trust and the converted entity is a domestic corporation: a. The plan of conversion; b. The date the plan of conversion was approved; and c. A statement that the plan of conversion was approved in accordance with this chapter. B. The articles of conversion shall be delivered to the Commission for filing. If the Commission finds that the articles of conversion comply with the requirements of law and that all required fees have been paid, it shall issue a certificate of conversion. C. Articles of conversion under this section may be combined with any required conversion filing under the organic law of a domestic eligible entity or a foreign eligible entity that is authorized or registered to transact business in the Commonwealth that is the converting entity or converted entity if the combined filing satisfies the requirements of both this section and the other organic law. 2001, c. 545 ; 2002, c. 1 ; 2003, c. 598 ; 2015, c. 623 ; 2016, c. 288 ; 2019, c. 734 ; 2020, c. 1226 .",
          "role": "LP-to-corporation articles",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-corp-article12-2.html/VA/f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745.html",
          "source_sha256": "f9e7365f4767cdc4a11e9e4ece40cd7ea2ff5345e2b73d3339a66a06224fc745",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "An inbound GP conversion uses a certificate of limited partnership; outbound LP routes use a plan and destination-act conversion articles.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §50-73.11:3(C)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 50-73.11:3. Conversion of general partnership to limited partnership. A. A domestic or foreign general partnership may convert to a limited partnership pursuant to this section. B. The terms and conditions of a conversion of a general partnership to a limited partnership shall be approved by the partners in the manner provided in the partnership's partnership agreement for amendments to the partnership agreement or, if no such provision is made in the partnership agreement, by all of the partners. C. After the conversion is approved by the partners, the general partnership shall file a certificate of limited partnership that meets the requirements of § 50-73.11 and includes the following: 1. The name of the former general partnership and the identification number issued by the Commission to the general partnership, if any; 2. The jurisdiction under whose law the general partnership was formed immediately prior to the filing of the certificate of limited partnership; 3. If the former general partnership is registered with the Commission as a registered limited liability partnership, a statement to that effect; 4. A statement that the conversion of the general partnership to a limited partnership was approved by the partners in accordance with the provisions of subsection B. 2007, c. 631 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-lp-chapter2-1.html/VA/22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66",
      "source_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No paired-jurisdiction authorization requirement is stated for the mapped Virginia LP conversion routes.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-lp-chapter2-1.html/VA/22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66",
      "source_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.lp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "Va. Code §50-73.11:3",
          "quote": "§ 50-73.11:3. Conversion of general partnership to limited partnership. A. A domestic or foreign general partnership may convert to a limited partnership pursuant to this section. B. The terms and conditions of a conversion of a general partnership to a limited partnership shall be approved by the partners in the manner provided in the partnership's partnership agreement for amendments to the partnership agreement or, if no such provision is made in the partnership agreement, by all of the partners. C. After the conversion is approved by the partners, the general partnership shall file a certificate of limited partnership that meets the requirements of § 50-73.11 and includes the following: 1. The name of the former general partnership and the identification number issued by the Commission to the general partnership, if any; 2. The jurisdiction under whose law the general partnership was formed immediately prior to the filing of the certificate of limited partnership; 3. If the former general partnership is registered with the Commission as a registered limited liability partnership, a statement to that effect; 4. A statement that the conversion of the general partnership to a limited partnership was approved by the partners in accordance with the provisions of subsection B. 2007, c. 631 .",
          "role": "operative conversion terminology",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-lp-chapter2-1.html/VA/22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66.html",
          "source_sha256": "22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66",
          "source_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "The LP Act uses conversion in its operative provisions and uses domestication only in title-record recognition language.",
      "fetch_event_id": null,
      "pinpoint": "Va. Code §§50-73.11:3, 50-73.76:1",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 50-73.76:1. Property title records. A. Whenever the records in the office of the clerk of the Commission reflect that a domestic or foreign limited partnership has changed or corrected its name, merged into a domestic or foreign corporation, limited liability company, business trust, limited partnership or partnership, converted into a domestic or foreign corporation, limited liability company, business trust or partnership, or domesticated in or from another jurisdiction, the clerk of the Commission, upon request, shall issue a certificate reciting such change, correction, merger, conversion or domestication. The certificate may be admitted to record in the deed books, in accordance with § 17.1-227 , of any clerk's office within the jurisdiction of which any property of the limited partnership is located in order to maintain the continuity of title records. The person filing the certificate shall pay a fee of $10 to the clerk of the court, but no tax shall be due thereon. B. Whenever a foreign limited partnership has changed or corrected its name, merged into a corporation, limited liability company, business trust, limited partnership or partnership, converted into another type of business entity, or domesticated in another jurisdiction, and it cannot or chooses not to obtain a certificate reciting such change, correction, merger, conversion or domestication from the clerk of the Commission pursuant to subsection A, a similar certificate by any competent authority of the foreign limited partnership's jurisdiction of formation may be admitted to record in the deed books, in accordance with § 17.1-227 , of any clerk's office within the jurisdiction of which any property of the limited partnership is located in order to maintain the continuity of title records. The person filing the certificate shall pay a fee of $10 to the clerk of the court, but no tax shall be due thereon. 2007, c. 771 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-lp-chapter2-1.html/VA/22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66",
      "source_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VA.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary",
      "display": "No tax-clearance, tax-payment, or good-standing condition is stated in the mapped Virginia LP conversion and domestication provisions.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VA/snapshots/c50/va-lp-chapter2-1.html/VA/22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "22f3c6983fc70bd8b470469fff60c002096c0cdfc20c088d559c266affc5ef66",
      "source_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "11A V.S.A. § 11.10(a)",
          "quote": "(a) Subject to section 11.17 of this title and any contractual rights, a constituent organization shall approve a plan of merger or share exchange as follows: (1) If the constituent organization is a corporation: (A) the board of directors must recommend the plan of merger or share exchange to the shareholders, unless the board of directors determines that because of conflict of interest or other special circumstances it should make no recommendation and communicates the basis for its determination to the shareholders with the plan; and (B) the shareholders entitled to vote must approve the plan. (2) If the constituent organization is not a corporation, the plan of merger or share exchange shall be approved in accordance with the organization’s governing statute and organizational documents.",
          "role": "merger_approval_procedure",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/5c511be28f7e1a840a136e7eaa65e1c29bf7e97aa2b815899d99a5e5c4aefef9.html",
          "source_sha256": "5c511be28f7e1a840a136e7eaa65e1c29bf7e97aa2b815899d99a5e5c4aefef9",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00010"
        },
        {
          "pinpoint": "11A V.S.A. § 11.10(c)",
          "quote": "(c) For a constituent organization that is a domestic corporation: (1)(A) The constituent organization shall notify each shareholder, whether or not entitled to vote, of the proposed shareholders’ meeting in accordance with section 7.05 of this title. (B) The notice shall also state that the purpose, or one of the purposes, of the meeting is to consider the plan of merger or share exchange and contain or be accompanied by a copy or summary of the plan. (2) Unless this title, the articles of incorporation, or the board of directors acting pursuant to subsection (b) of this section requires a greater vote or a vote by voting groups, the plan of merger or share exchange must be approved by each voting group entitled to vote separately on the plan by a majority of all the votes entitled to be cast on the plan by that voting group. (3) Separate voting by voting groups is required: (A) on a plan of merger if the plan contains a provision that, if contained in a proposed amendment to articles of incorporation, would require action by one or more separate voting groups on the proposed amendment under section 10.04 of this title; and (B) on a plan of share exchange by each class or series of shares included in the exchange, with each class or series constituting a separate voting group. (4) Action by the shareholders of the surviving corporation on a plan of merger is not required if: (A) the articles of incorporation of the surviving corporation will not differ, except for amendments enumerated in section 10.02 of this title, from its articles before the merger; (B) each shareholder of the surviving corporation whose shares were outstanding immediately before the effective date of the merger will hold the same number of shares, with identical designations, preferences, limitations, and relative rights, immediately after; (C) the number of voting shares outstanding immediately after the merger, plus the number of voting shares issuable as a result of the merger, either by the conversion of securities issued pursuant to the merger or the exercise of rights and warrants issued pursuant to the merger, will not exceed by more than 20 percent the total number of voting shares of the surviving corporation outstanding immediately before the merger; and (D) the number of participating shares outstanding immediately after the merger, plus the number of participating shares issuable as a result of the merger, either by the conversion of securities issued pursuant to the merger or the exercise of rights and warrants issued pursuant to the merger, will not exceed by more than 20 percent the total number of participating shares outstanding immediately before the merger. (5) As used in this subsection: (A) “Participating shares” means shares that entitle their holders to participate without limitation in distributions. (B) “Voting shares” means shares that entitle their holders to vote unconditionally in elections of directors.",
          "role": "corporate_vote_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/5c511be28f7e1a840a136e7eaa65e1c29bf7e97aa2b815899d99a5e5c4aefef9.html",
          "source_sha256": "5c511be28f7e1a840a136e7eaa65e1c29bf7e97aa2b815899d99a5e5c4aefef9",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00010"
        },
        {
          "pinpoint": "11A V.S.A. § 11.14(a)",
          "quote": "(a) A domesticating corporation shall approve a plan of domestication as follows: (1) if the domesticating corporation is a domestic corporation, in accordance with this chapter and the corporation’s organizational documents; provided that: (A) if its organizational documents do not specify the vote needed to approve domestication, then by the same vote required for a merger under its organizational documents; or (B) if its organizational documents do not specify the vote required for a merger, then by the number or percentage of shareholders required to approve a merger under this chapter; (2) if the domesticating corporation is a foreign corporation, as provided in its organizational documents and governing statute.",
          "role": "domestication_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/752d4985e07666ad0e9855d5502d7b668ae10861054333ed4fe01a8e1059e17b.html",
          "source_sha256": "752d4985e07666ad0e9855d5502d7b668ae10861054333ed4fe01a8e1059e17b",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00014"
        },
        {
          "pinpoint": "11A V.S.A. § 11.17(a)",
          "quote": "(a) An approval or amendment of a plan of conversion, plan of merger, or plan of domestication under this chapter is ineffective without the approval of each interest holder of a surviving constituent who will have personal liability for a debt, obligation, or other liability of the organization, unless: (1) a provision of the organization’s organizational documents provides in a record that some or all of its interest holders may be subject to personal liability by a vote or consent of fewer than all of the interest holders; and (2)(A) the interest holder voted for or consented in a record to the provision referenced in subdivision (1) of this subsection; or (B) the interest holder became an interest holder after the organization adopted the provision referenced in subdivision (1) of this subsection.",
          "role": "personal_liability_consent",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/b52e1a441a04bb7dfdd79df421075f779f91620b8327ec0fbeb6a7e4e820bae2.html",
          "source_sha256": "b52e1a441a04bb7dfdd79df421075f779f91620b8327ec0fbeb6a7e4e820bae2",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00017"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Corporate conversion uses the merger-approval procedure; domestication follows the chapter and organizational documents, with merger-vote fallbacks and personal-liability consent protection.",
      "fetch_event_id": null,
      "pinpoint": "11A V.S.A. § 11.04",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Subject to section 11.17 of this title and any contractual rights, a converting organization shall approve a plan of conversion as follows: (1) a domestic corporation shall approve a plan of conversion in accordance with the procedures for approving a merger under section 11.10 of this title; (2) any other organization shall approve a plan of conversion in accordance with its governing statute and its organizational documents; provided: (A) if its organizational documents do not address the manner for approving a conversion, then a plan of conversion shall be approved by the same vote required under the organizational documents for a merger; and (B) if its organizational documents do not provide for approval of a merger, then by the approval of the number or percentage of interest holders required to approve a merger under the governing statute.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/2bb97dd0a7b10f84b9e3244ceaf71d3cb895bdd870007536a9ccdb869cd3201b.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2bb97dd0a7b10f84b9e3244ceaf71d3cb895bdd870007536a9ccdb869cd3201b",
      "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00004",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.corp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "11A V.S.A. § 11.16(a)",
          "quote": "(a) When a domestication takes effect: (1) The domesticated corporation is for all purposes the corporation that existed before the domestication. (2) The property owned by the domesticating corporation remains vested in the domesticated corporation. (3) The debts, obligations, and other liabilities of the domesticating corporation continue as debts, obligations, and other liabilities of the domesticated corporation. (4) An action or proceeding pending by or against a domesticating corporation continues as if the domestication had not occurred. (5) Except as prohibited by other law, the rights, privileges, immunities, powers, and purposes of the domesticating corporation remain vested in the domesticated corporation. (6) Except as otherwise provided in the plan of domestication, the terms and conditions of the plan of domestication take effect. (7) Except as otherwise agreed, the domestication does not dissolve a domesticating corporation for the purposes of this chapter 11.",
          "role": "domestication_effect",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/157abc36bff5fb99ccdfcc9ee0d94a0e118c7b9fcc04f886647dbc903bfa07c5.html",
          "source_sha256": "157abc36bff5fb99ccdfcc9ee0d94a0e118c7b9fcc04f886647dbc903bfa07c5",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00016"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Conversion continues the same organization without interruption; domestication continues the preexisting corporation, property, liabilities, proceedings, rights, and powers.",
      "fetch_event_id": null,
      "pinpoint": "11A V.S.A. § 11.07(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion takes effect: (1) The converted organization is: (A) organized under and subject to the governing statute of the converted organization; and (B) the same organization continuing without interruption as the converting organization. (2) The property of the converting organization continues to be vested in the converted organization without transfer, assignment, reversion, or impairment. (3) The debts, obligations, and other liabilities of the converting organization continue as debts, obligations, and other liabilities of the converted organization. (4) Except as otherwise provided by law or the plan of conversion, the rights, privileges, immunities, powers, and purposes of the converting organization remain in the converted organization. (5) A court or other authority may substitute the name of the converted organization for the name of the converting organization in any pending action or proceeding. (6) The public organizational documents of the converted organization takes effect. (7) The provisions of the organizational documents of the converted organization that are required to be in a record, if any, that were approved as part of the plan of conversion take effect. (8) The interests in the converting organization are converted, and the interest holders of the converting organization are entitled only to the rights provided to them under the plan of conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/7abdfeea2cae8b5ae8a8a86fb998e5e66af319a1d2f5d9fa89a22384ba20892f.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "7abdfeea2cae8b5ae8a8a86fb998e5e66af319a1d2f5d9fa89a22384ba20892f",
      "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00007",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.corp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "11A V.S.A. § 11.02(c)",
          "quote": "(c) By complying with sections 11.03 through 11.06 of this title applicable to foreign organizations, a foreign organization that is not a foreign corporation may become a domestic corporation if the conversion is authorized by the law of the foreign organization’s jurisdiction of formation.",
          "role": "foreign_source_condition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/87471e12fd1c18a0106cdb5d8c5072ca5bdfd42c714825ed9e4e4ec720b61942.html",
          "source_sha256": "87471e12fd1c18a0106cdb5d8c5072ca5bdfd42c714825ed9e4e4ec720b61942",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00002"
        },
        {
          "pinpoint": "11A V.S.A. § 11.03(a)",
          "quote": "(a) A domestic corporation may convert to a different type of organization under section 11.02 of this title by approving a plan of conversion, and a domestic organization, other than a corporation, may convert into a domestic corporation by approving a plan of conversion. The plan shall be in a record and shall contain: (1) the name of the converting corporation or organization; (2) the name, jurisdiction of formation, and type of organization of the converted organization; (3) the manner and basis for converting an interest holder’s interest in the converting organization into any combination of an interest in the converted organization and other consideration; (4) the proposed public organizational documents of the converted organization if it will be an organization with public organizational documents filed with the Secretary of State; (5) the full text of the private organizational documents of the converted organization that are proposed to be in a record; (6) the other terms and conditions of the conversion; and (7) any other provision required by the law of this State or the organizational documents of the converting corporation.",
          "role": "plan_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/0d9372e6550bd77507c4c05970a88912351d1573a1748a10cd22075c8a8b2946.html",
          "source_sha256": "0d9372e6550bd77507c4c05970a88912351d1573a1748a10cd22075c8a8b2946",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00003"
        },
        {
          "pinpoint": "11A V.S.A. § 11.04",
          "quote": "Subject to section 11.17 of this title and any contractual rights, a converting organization shall approve a plan of conversion as follows: (1) a domestic corporation shall approve a plan of conversion in accordance with the procedures for approving a merger under section 11.10 of this title; (2) any other organization shall approve a plan of conversion in accordance with its governing statute and its organizational documents; provided: (A) if its organizational documents do not address the manner for approving a conversion, then a plan of conversion shall be approved by the same vote required under the organizational documents for a merger; and (B) if its organizational documents do not provide for approval of a merger, then by the approval of the number or percentage of interest holders required to approve a merger under the governing statute.",
          "role": "approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/2bb97dd0a7b10f84b9e3244ceaf71d3cb895bdd870007536a9ccdb869cd3201b.html",
          "source_sha256": "2bb97dd0a7b10f84b9e3244ceaf71d3cb895bdd870007536a9ccdb869cd3201b",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00004"
        },
        {
          "pinpoint": "11A V.S.A. § 11.06(a)-(b)",
          "quote": "(a) A converting organization shall sign a statement of conversion and deliver it to the Secretary of State for filing. (b) A statement of conversion shall contain: (1) the name, jurisdiction of formation, and type of organization prior to the conversion; (2) the name, jurisdiction of formation, and type of organization following the conversion; (3) if the converting organization is a domestic organization, a statement that the organization approved the plan of conversion in accordance with the provisions of this chapter, or, if the converting organization is a foreign organization, a statement that the organization approved the conversion in accordance with its governing statute; and (4) the public organizational documents of the converted organization.",
          "role": "filing_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/b35bcc2013e2342bdc54b3dc738d02e8145e64023055dae244c8bbd616a02a60.html",
          "source_sha256": "b35bcc2013e2342bdc54b3dc738d02e8145e64023055dae244c8bbd616a02a60",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00006"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A domestic organization may convert to a Vermont corporation; a foreign noncorporate organization may do so when its formation law authorizes the conversion.",
      "fetch_event_id": null,
      "pinpoint": "11A V.S.A. § 11.02(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) By complying with sections 11.03 through 11.06 of this title, a domestic organization may become a domestic corporation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/87471e12fd1c18a0106cdb5d8c5072ca5bdfd42c714825ed9e4e4ec720b61942.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "87471e12fd1c18a0106cdb5d8c5072ca5bdfd42c714825ed9e4e4ec720b61942",
      "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00002",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "11A V.S.A. § 11.03(a)",
          "quote": "(a) A domestic corporation may convert to a different type of organization under section 11.02 of this title by approving a plan of conversion, and a domestic organization, other than a corporation, may convert into a domestic corporation by approving a plan of conversion. The plan shall be in a record and shall contain: (1) the name of the converting corporation or organization; (2) the name, jurisdiction of formation, and type of organization of the converted organization; (3) the manner and basis for converting an interest holder’s interest in the converting organization into any combination of an interest in the converted organization and other consideration; (4) the proposed public organizational documents of the converted organization if it will be an organization with public organizational documents filed with the Secretary of State; (5) the full text of the private organizational documents of the converted organization that are proposed to be in a record; (6) the other terms and conditions of the conversion; and (7) any other provision required by the law of this State or the organizational documents of the converting corporation.",
          "role": "plan_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/0d9372e6550bd77507c4c05970a88912351d1573a1748a10cd22075c8a8b2946.html",
          "source_sha256": "0d9372e6550bd77507c4c05970a88912351d1573a1748a10cd22075c8a8b2946",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00003"
        },
        {
          "pinpoint": "11A V.S.A. § 11.04",
          "quote": "Subject to section 11.17 of this title and any contractual rights, a converting organization shall approve a plan of conversion as follows: (1) a domestic corporation shall approve a plan of conversion in accordance with the procedures for approving a merger under section 11.10 of this title; (2) any other organization shall approve a plan of conversion in accordance with its governing statute and its organizational documents; provided: (A) if its organizational documents do not address the manner for approving a conversion, then a plan of conversion shall be approved by the same vote required under the organizational documents for a merger; and (B) if its organizational documents do not provide for approval of a merger, then by the approval of the number or percentage of interest holders required to approve a merger under the governing statute.",
          "role": "approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/2bb97dd0a7b10f84b9e3244ceaf71d3cb895bdd870007536a9ccdb869cd3201b.html",
          "source_sha256": "2bb97dd0a7b10f84b9e3244ceaf71d3cb895bdd870007536a9ccdb869cd3201b",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00004"
        },
        {
          "pinpoint": "11A V.S.A. § 11.06(a)-(b)",
          "quote": "(a) A converting organization shall sign a statement of conversion and deliver it to the Secretary of State for filing. (b) A statement of conversion shall contain: (1) the name, jurisdiction of formation, and type of organization prior to the conversion; (2) the name, jurisdiction of formation, and type of organization following the conversion; (3) if the converting organization is a domestic organization, a statement that the organization approved the plan of conversion in accordance with the provisions of this chapter, or, if the converting organization is a foreign organization, a statement that the organization approved the conversion in accordance with its governing statute; and (4) the public organizational documents of the converted organization.",
          "role": "filing_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/b35bcc2013e2342bdc54b3dc738d02e8145e64023055dae244c8bbd616a02a60.html",
          "source_sha256": "b35bcc2013e2342bdc54b3dc738d02e8145e64023055dae244c8bbd616a02a60",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00006"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Vermont corporation may convert to a different type of domestic organization after approving a plan and filing a statement of conversion.",
      "fetch_event_id": null,
      "pinpoint": "11A V.S.A. § 11.02(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) By complying with sections 11.03 through 11.06 of this title, a domestic corporation may become a domestic organization that is a different type of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/87471e12fd1c18a0106cdb5d8c5072ca5bdfd42c714825ed9e4e4ec720b61942.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "87471e12fd1c18a0106cdb5d8c5072ca5bdfd42c714825ed9e4e4ec720b61942",
      "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00002",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "11A V.S.A. § 11.13(c)",
          "quote": "(c) A plan of domestication shall be in a record and shall include: (1) the name of the domesticating corporation before domestication and the jurisdiction of its governing statute; (2) the name of the domesticated corporation after domestication and the jurisdiction of its governing statute; (3) the terms and conditions of the domestication, including the manner and basis for converting an interest holder’s interest in the domesticating organization into any combination of an interest in the domesticated organization and other consideration; and (4) the organizational documents of the domesticated corporation that are, or are proposed to be, in a record.",
          "role": "plan_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/5bb1503ac1de485fd6e1b66aa6b6de53b8542bdf06934f883abb1e7b1ed6fec1.html",
          "source_sha256": "5bb1503ac1de485fd6e1b66aa6b6de53b8542bdf06934f883abb1e7b1ed6fec1",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00013"
        },
        {
          "pinpoint": "11A V.S.A. § 11.14(a)",
          "quote": "(a) A domesticating corporation shall approve a plan of domestication as follows: (1) if the domesticating corporation is a domestic corporation, in accordance with this chapter and the corporation’s organizational documents; provided that: (A) if its organizational documents do not specify the vote needed to approve domestication, then by the same vote required for a merger under its organizational documents; or (B) if its organizational documents do not specify the vote required for a merger, then by the number or percentage of shareholders required to approve a merger under this chapter; (2) if the domesticating corporation is a foreign corporation, as provided in its organizational documents and governing statute.",
          "role": "approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/752d4985e07666ad0e9855d5502d7b668ae10861054333ed4fe01a8e1059e17b.html",
          "source_sha256": "752d4985e07666ad0e9855d5502d7b668ae10861054333ed4fe01a8e1059e17b",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00014"
        },
        {
          "pinpoint": "11A V.S.A. § 11.15(a)-(b)",
          "quote": "(a) A domesticating corporation that approves a plan of domestication shall deliver to the Secretary of State for filing articles of domestication that include: (1) a statement, as the case may be, that the corporation was domesticated from or into another jurisdiction; (2) the name of the corporation and the jurisdiction of its governing statute prior to the domestication; (3) the name of the corporation and the jurisdiction of its governing statute following domestication; (4) the date the domestication takes effect under the governing statute of the domesticated company; and (5) a statement that the corporation approved the domestication as required by the governing statute of the jurisdiction to which it is domesticating. (b) When a domesticating corporation delivers articles of domestication to the Secretary of State pursuant to subsection (a) of this section, it shall include: (1) if the domesticating corporation will be a domestic corporation, articles of incorporation pursuant to section 2.02 of this title; (2) if the domesticating corporation will be a foreign corporation authorized to transact business in this State, an application for a certificate of authority pursuant to section 15.03 of this title; or (3) if the domesticating corporation will be a foreign corporation that is not authorized to transact business in this State, the street and mailing addresses of an office that the Secretary of State may use for service of process pursuant to subsection 5.04(b) of this title.",
          "role": "filing_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/ba29e4156272978f50673e7c9fc0628687e8a69b153d12fc4790112e8643c4c5.html",
          "source_sha256": "ba29e4156272978f50673e7c9fc0628687e8a69b153d12fc4790112e8643c4c5",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00015"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A foreign corporation may domesticate into Vermont if its governing statute and organizational documents permit it and it completes the plan, approval, and filing requirements.",
      "fetch_event_id": null,
      "pinpoint": "11A V.S.A. § 11.13(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A foreign corporation may become a domestic corporation pursuant to this section and sections 11.14 through 11.17 of this title and a plan of domestication if: (1) the foreign corporation’s governing statute and its organizational documents permit the domestication; and (2) the foreign corporation complies with its governing statute and organizational documents.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/5bb1503ac1de485fd6e1b66aa6b6de53b8542bdf06934f883abb1e7b1ed6fec1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5bb1503ac1de485fd6e1b66aa6b6de53b8542bdf06934f883abb1e7b1ed6fec1",
      "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00013",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "11A V.S.A. § 11.13(c)",
          "quote": "(c) A plan of domestication shall be in a record and shall include: (1) the name of the domesticating corporation before domestication and the jurisdiction of its governing statute; (2) the name of the domesticated corporation after domestication and the jurisdiction of its governing statute; (3) the terms and conditions of the domestication, including the manner and basis for converting an interest holder’s interest in the domesticating organization into any combination of an interest in the domesticated organization and other consideration; and (4) the organizational documents of the domesticated corporation that are, or are proposed to be, in a record.",
          "role": "plan_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/5bb1503ac1de485fd6e1b66aa6b6de53b8542bdf06934f883abb1e7b1ed6fec1.html",
          "source_sha256": "5bb1503ac1de485fd6e1b66aa6b6de53b8542bdf06934f883abb1e7b1ed6fec1",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00013"
        },
        {
          "pinpoint": "11A V.S.A. § 11.14(a)",
          "quote": "(a) A domesticating corporation shall approve a plan of domestication as follows: (1) if the domesticating corporation is a domestic corporation, in accordance with this chapter and the corporation’s organizational documents; provided that: (A) if its organizational documents do not specify the vote needed to approve domestication, then by the same vote required for a merger under its organizational documents; or (B) if its organizational documents do not specify the vote required for a merger, then by the number or percentage of shareholders required to approve a merger under this chapter; (2) if the domesticating corporation is a foreign corporation, as provided in its organizational documents and governing statute.",
          "role": "approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/752d4985e07666ad0e9855d5502d7b668ae10861054333ed4fe01a8e1059e17b.html",
          "source_sha256": "752d4985e07666ad0e9855d5502d7b668ae10861054333ed4fe01a8e1059e17b",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00014"
        },
        {
          "pinpoint": "11A V.S.A. § 11.15(a)-(b)",
          "quote": "(a) A domesticating corporation that approves a plan of domestication shall deliver to the Secretary of State for filing articles of domestication that include: (1) a statement, as the case may be, that the corporation was domesticated from or into another jurisdiction; (2) the name of the corporation and the jurisdiction of its governing statute prior to the domestication; (3) the name of the corporation and the jurisdiction of its governing statute following domestication; (4) the date the domestication takes effect under the governing statute of the domesticated company; and (5) a statement that the corporation approved the domestication as required by the governing statute of the jurisdiction to which it is domesticating. (b) When a domesticating corporation delivers articles of domestication to the Secretary of State pursuant to subsection (a) of this section, it shall include: (1) if the domesticating corporation will be a domestic corporation, articles of incorporation pursuant to section 2.02 of this title; (2) if the domesticating corporation will be a foreign corporation authorized to transact business in this State, an application for a certificate of authority pursuant to section 15.03 of this title; or (3) if the domesticating corporation will be a foreign corporation that is not authorized to transact business in this State, the street and mailing addresses of an office that the Secretary of State may use for service of process pursuant to subsection 5.04(b) of this title.",
          "role": "filing_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/ba29e4156272978f50673e7c9fc0628687e8a69b153d12fc4790112e8643c4c5.html",
          "source_sha256": "ba29e4156272978f50673e7c9fc0628687e8a69b153d12fc4790112e8643c4c5",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00015"
        },
        {
          "pinpoint": "11A V.S.A. § 11.16(c)",
          "quote": "(c) A corporation that domesticates in a foreign jurisdiction shall deliver to the Secretary of State for filing a statement surrendering the corporation’s certificate of organization that includes: (1) the name of the corporation; (2) a statement that the articles of incorporation are surrendered in connection with the domestication of the company in a foreign jurisdiction; (3) a statement that the corporation approved the domestication as required by this title; and (4) the name of the relevant foreign jurisdiction.",
          "role": "certificate_surrender",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/157abc36bff5fb99ccdfcc9ee0d94a0e118c7b9fcc04f886647dbc903bfa07c5.html",
          "source_sha256": "157abc36bff5fb99ccdfcc9ee0d94a0e118c7b9fcc04f886647dbc903bfa07c5",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00016"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Vermont corporation may domesticate as a foreign corporation if its organizational documents permit it and it completes the statutory plan, approval, filing, and surrender steps.",
      "fetch_event_id": null,
      "pinpoint": "11A V.S.A. § 11.13(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) A domestic corporation may become a foreign corporation pursuant to this section and sections 11.14 through 11.17 of this title and a plan of domestication if: (1) its organizational documents permit the domestication; and (2) the corporation complies with this section and sections 11.14 through 11.17 of this title and its organizational documents.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/5bb1503ac1de485fd6e1b66aa6b6de53b8542bdf06934f883abb1e7b1ed6fec1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5bb1503ac1de485fd6e1b66aa6b6de53b8542bdf06934f883abb1e7b1ed6fec1",
      "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00013",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "11A V.S.A. § 11.01(13)",
          "quote": "(13) “Organization”: (A) means any of the following, whether a domestic or foreign organization, and regardless of whether organized for profit: (i) a business corporation; (ii) a nonprofit corporation; (iii) a general partnership, including a limited liability partnership; (iv) a limited partnership, including a limited liability limited partnership; (v) a limited liability company; (vi) a general cooperative association; (vii) a limited cooperative association or mutual benefit enterprise; (viii) an unincorporated nonprofit association; (ix) a statutory trust, business trust, or common-law business trust; or (x) any other person that has: (I) a legal existence separate from any interest holder of that person; or (II) the power to acquire an interest in real property in its own name; and (B) does not include: (i) an individual; (ii) a trust with a predominantly donative purpose or a charitable trust; (iii) an association or relationship that is not an organization listed in subdivision (A) of this subdivision (13) and is not a partnership under 11 V.S.A. chapter 22 or 23, or a similar provision of law of another jurisdiction; (iv) a decedent’s estate; or (v) a government or a governmental subdivision, agency, or instrumentality.",
          "role": "defined_type_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/c4c1de0fa6017c9db521e41db74d8debd88f628fe89ba6e12219572a69e46e3c.html",
          "source_sha256": "c4c1de0fa6017c9db521e41db74d8debd88f628fe89ba6e12219572a69e46e3c",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00001"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The statute's complete organization definition supplies the domestic source types; the foreign route excludes a foreign corporation and requires authorization under its formation law.",
      "fetch_event_id": null,
      "pinpoint": "11A V.S.A. § 11.02(b)-(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) By complying with sections 11.03 through 11.06 of this title, a domestic organization may become a domestic corporation. (c) By complying with sections 11.03 through 11.06 of this title applicable to foreign organizations, a foreign organization that is not a foreign corporation may become a domestic corporation if the conversion is authorized by the law of the foreign organization’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/87471e12fd1c18a0106cdb5d8c5072ca5bdfd42c714825ed9e4e4ec720b61942.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "87471e12fd1c18a0106cdb5d8c5072ca5bdfd42c714825ed9e4e4ec720b61942",
      "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00002",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "11A V.S.A. § 11.01(13)",
          "quote": "(13) “Organization”: (A) means any of the following, whether a domestic or foreign organization, and regardless of whether organized for profit: (i) a business corporation; (ii) a nonprofit corporation; (iii) a general partnership, including a limited liability partnership; (iv) a limited partnership, including a limited liability limited partnership; (v) a limited liability company; (vi) a general cooperative association; (vii) a limited cooperative association or mutual benefit enterprise; (viii) an unincorporated nonprofit association; (ix) a statutory trust, business trust, or common-law business trust; or (x) any other person that has: (I) a legal existence separate from any interest holder of that person; or (II) the power to acquire an interest in real property in its own name; and (B) does not include: (i) an individual; (ii) a trust with a predominantly donative purpose or a charitable trust; (iii) an association or relationship that is not an organization listed in subdivision (A) of this subdivision (13) and is not a partnership under 11 V.S.A. chapter 22 or 23, or a similar provision of law of another jurisdiction; (iv) a decedent’s estate; or (v) a government or a governmental subdivision, agency, or instrumentality.",
          "role": "defined_type_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/c4c1de0fa6017c9db521e41db74d8debd88f628fe89ba6e12219572a69e46e3c.html",
          "source_sha256": "c4c1de0fa6017c9db521e41db74d8debd88f628fe89ba6e12219572a69e46e3c",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00001"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Vermont corporation may convert to any different domestic organization within the statute's complete organization definition.",
      "fetch_event_id": null,
      "pinpoint": "11A V.S.A. § 11.02(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) By complying with sections 11.03 through 11.06 of this title, a domestic corporation may become a domestic organization that is a different type of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/87471e12fd1c18a0106cdb5d8c5072ca5bdfd42c714825ed9e4e4ec720b61942.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "87471e12fd1c18a0106cdb5d8c5072ca5bdfd42c714825ed9e4e4ec720b61942",
      "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00002",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.corp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "11 V.S.A. § 4012(a)(22)",
          "quote": "(22) Statement of conversion $20.00",
          "role": "alternate_llc_route_fee",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/52e555932ee72cbd9c402024973745fdb0ab4bb035f58969900851f7a50a4739.html",
          "source_sha256": "52e555932ee72cbd9c402024973745fdb0ab4bb035f58969900851f7a50a4739",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04012"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The Business Corporation Act index identifies § 1.22 as the filing-fee section; the LLC Act separately locates the statement-of-conversion fee for an LLC-route transaction.",
      "fetch_event_id": null,
      "pinpoint": "11A V.S.A. chapter 1 index, § 1.22",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "§ 1.22. Filing; service and copying fees",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/645124907863f06c416e71d4e92ccca97347dbdb14e45e6e147d8fffbd531030.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "645124907863f06c416e71d4e92ccca97347dbdb14e45e6e147d8fffbd531030",
      "source_url": "https://legislature.vermont.gov/statutes/chapter/11A/001",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "11A V.S.A. § 11.03(a)",
          "quote": "(a) A domestic corporation may convert to a different type of organization under section 11.02 of this title by approving a plan of conversion, and a domestic organization, other than a corporation, may convert into a domestic corporation by approving a plan of conversion. The plan shall be in a record and shall contain: (1) the name of the converting corporation or organization; (2) the name, jurisdiction of formation, and type of organization of the converted organization; (3) the manner and basis for converting an interest holder’s interest in the converting organization into any combination of an interest in the converted organization and other consideration; (4) the proposed public organizational documents of the converted organization if it will be an organization with public organizational documents filed with the Secretary of State; (5) the full text of the private organizational documents of the converted organization that are proposed to be in a record; (6) the other terms and conditions of the conversion; and (7) any other provision required by the law of this State or the organizational documents of the converting corporation.",
          "role": "conversion_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/0d9372e6550bd77507c4c05970a88912351d1573a1748a10cd22075c8a8b2946.html",
          "source_sha256": "0d9372e6550bd77507c4c05970a88912351d1573a1748a10cd22075c8a8b2946",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00003"
        },
        {
          "pinpoint": "11A V.S.A. § 11.13(c)",
          "quote": "(c) A plan of domestication shall be in a record and shall include: (1) the name of the domesticating corporation before domestication and the jurisdiction of its governing statute; (2) the name of the domesticated corporation after domestication and the jurisdiction of its governing statute; (3) the terms and conditions of the domestication, including the manner and basis for converting an interest holder’s interest in the domesticating organization into any combination of an interest in the domesticated organization and other consideration; and (4) the organizational documents of the domesticated corporation that are, or are proposed to be, in a record.",
          "role": "domestication_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/5bb1503ac1de485fd6e1b66aa6b6de53b8542bdf06934f883abb1e7b1ed6fec1.html",
          "source_sha256": "5bb1503ac1de485fd6e1b66aa6b6de53b8542bdf06934f883abb1e7b1ed6fec1",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00013"
        },
        {
          "pinpoint": "11A V.S.A. § 11.15(a)-(b)",
          "quote": "(a) A domesticating corporation that approves a plan of domestication shall deliver to the Secretary of State for filing articles of domestication that include: (1) a statement, as the case may be, that the corporation was domesticated from or into another jurisdiction; (2) the name of the corporation and the jurisdiction of its governing statute prior to the domestication; (3) the name of the corporation and the jurisdiction of its governing statute following domestication; (4) the date the domestication takes effect under the governing statute of the domesticated company; and (5) a statement that the corporation approved the domestication as required by the governing statute of the jurisdiction to which it is domesticating. (b) When a domesticating corporation delivers articles of domestication to the Secretary of State pursuant to subsection (a) of this section, it shall include: (1) if the domesticating corporation will be a domestic corporation, articles of incorporation pursuant to section 2.02 of this title; (2) if the domesticating corporation will be a foreign corporation authorized to transact business in this State, an application for a certificate of authority pursuant to section 15.03 of this title; or (3) if the domesticating corporation will be a foreign corporation that is not authorized to transact business in this State, the street and mailing addresses of an office that the Secretary of State may use for service of process pursuant to subsection 5.04(b) of this title.",
          "role": "articles_of_domestication",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/ba29e4156272978f50673e7c9fc0628687e8a69b153d12fc4790112e8643c4c5.html",
          "source_sha256": "ba29e4156272978f50673e7c9fc0628687e8a69b153d12fc4790112e8643c4c5",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00015"
        },
        {
          "pinpoint": "11A V.S.A. § 11.16(c)",
          "quote": "(c) A corporation that domesticates in a foreign jurisdiction shall deliver to the Secretary of State for filing a statement surrendering the corporation’s certificate of organization that includes: (1) the name of the corporation; (2) a statement that the articles of incorporation are surrendered in connection with the domestication of the company in a foreign jurisdiction; (3) a statement that the corporation approved the domestication as required by this title; and (4) the name of the relevant foreign jurisdiction.",
          "role": "articles_surrender",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/157abc36bff5fb99ccdfcc9ee0d94a0e118c7b9fcc04f886647dbc903bfa07c5.html",
          "source_sha256": "157abc36bff5fb99ccdfcc9ee0d94a0e118c7b9fcc04f886647dbc903bfa07c5",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00016"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Conversion uses a plan and statement of conversion; domestication uses a plan and articles of domestication, plus a surrender statement for an outbound move.",
      "fetch_event_id": null,
      "pinpoint": "11A V.S.A. § 11.06(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A converting organization shall sign a statement of conversion and deliver it to the Secretary of State for filing. (b) A statement of conversion shall contain: (1) the name, jurisdiction of formation, and type of organization prior to the conversion; (2) the name, jurisdiction of formation, and type of organization following the conversion; (3) if the converting organization is a domestic organization, a statement that the organization approved the plan of conversion in accordance with the provisions of this chapter, or, if the converting organization is a foreign organization, a statement that the organization approved the conversion in accordance with its governing statute; and (4) the public organizational documents of the converted organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/b35bcc2013e2342bdc54b3dc738d02e8145e64023055dae244c8bbd616a02a60.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b35bcc2013e2342bdc54b3dc738d02e8145e64023055dae244c8bbd616a02a60",
      "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00006",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A foreign noncorporate source may convert into a Vermont corporation only if its jurisdiction-of-formation law authorizes the conversion; domestic routes do not state that condition.",
      "fetch_event_id": null,
      "pinpoint": "11A V.S.A. § 11.02(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) By complying with sections 11.03 through 11.06 of this title applicable to foreign organizations, a foreign organization that is not a foreign corporation may become a domestic corporation if the conversion is authorized by the law of the foreign organization’s jurisdiction of formation.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/87471e12fd1c18a0106cdb5d8c5072ca5bdfd42c714825ed9e4e4ec720b61942.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "87471e12fd1c18a0106cdb5d8c5072ca5bdfd42c714825ed9e4e4ec720b61942",
      "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00002",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Vermont uses “domestication” for a corporation's same-type move between jurisdictions.",
      "fetch_event_id": null,
      "pinpoint": "11A V.S.A. § 11.01(7)-(9)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(7) “Domesticated corporation” means the corporation that exists after a domesticating corporation effects a domestication pursuant to sections 11.13 through 11.16 of this title. (8) “Domesticating corporation” means the corporation that effects a domestication pursuant to sections 11.13 through 11.16 of this title. (9) “Domestication” means a transaction authorized by sections 11.13 through 11.16 of this title.",
      "readiness": "ready",
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      "rendered": "value",
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      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c4c1de0fa6017c9db521e41db74d8debd88f628fe89ba6e12219572a69e46e3c",
      "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00001",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, tax-payment, or good-standing condition was located in the transaction provisions for a Vermont business corporation.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/87471e12fd1c18a0106cdb5d8c5072ca5bdfd42c714825ed9e4e4ec720b61942.html",
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      "source_class": "S1",
      "source_sha256": "87471e12fd1c18a0106cdb5d8c5072ca5bdfd42c714825ed9e4e4ec720b61942",
      "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00002",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "11 V.S.A. § 4153(a)",
          "quote": "(a) A plan of domestication shall be consented to: (1) by all the members, subject to section 4156 of this title, if the domesticating company is a limited liability company; and (2) as provided in the domesticating company’s governing statute, if the company is a foreign limited liability company.",
          "role": "domestication_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/538011862cb67e8b1eca81617ed294b42ab262e6a9f84767c207eba56902bccc.html",
          "source_sha256": "538011862cb67e8b1eca81617ed294b42ab262e6a9f84767c207eba56902bccc",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04153"
        },
        {
          "pinpoint": "11 V.S.A. § 4156(a)",
          "quote": "(a) If a member of a constituent, converting, or domesticating limited liability company will have personal liability with respect to a surviving, converted, or domesticated organization, approval or amendment of a plan of merger, conversion, or domestication is ineffective without the consent of the member, unless: (1) the company’s operating agreement provides for approval of a merger, conversion, or domestication with the consent of fewer than all the members; and (2) the member has consented to the provision of the operating agreement.",
          "role": "personal_liability_consent",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/6a1afc8320b1bcace767e8f962d530d9158d3fd7011b5d34bf71d1df0beea191.html",
          "source_sha256": "6a1afc8320b1bcace767e8f962d530d9158d3fd7011b5d34bf71d1df0beea191",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04156"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "An LLC conversion follows its organizational documents or requires all voting members; domestication requires all members, with separate consent protection for resulting personal liability.",
      "fetch_event_id": null,
      "pinpoint": "11 V.S.A. § 4144(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) For any conversion of a limited liability company into another type of organization, a plan of conversion is not effective unless it has been approved: (1) by a domestic converting limited liability company, in accordance with the organizational documents of the limited liability company, or, in the absence of a provision governing approval of conversions, by all the members of the limited liability company entitled to vote on or consent to any matter; and (2) in a record, by each member of a domestic converting limited liability company who will have personal liability for debts, obligations, and other liabilities that are incurred after the conversion becomes effective, unless: (A) the operating agreement of the company provides in a record for the approval of a conversion or a merger in which some or all of its members become subject to personal liability by the affirmative vote or consent of fewer than all the members; and (B) the member voted for or consented in a record to that provision of the operating agreement or became a member after the adoption of that provision.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/5c9b8aa9a8cfd9922945c574675f402298b35ed5c273171d5ce2f4d95413d748.html",
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      "source_sha256": "5c9b8aa9a8cfd9922945c574675f402298b35ed5c273171d5ce2f4d95413d748",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04144",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.llc.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "11 V.S.A. § 4155(a)",
          "quote": "(a) When a domestication takes effect: (1) the domesticated company is for all purposes the company that existed before the domestication; (2) all property owned by the domesticating company remains vested in the domesticated company; (3) all debts, obligations, or other liabilities of the domesticating company continue as debts, obligations, or other liabilities of the domesticated company; (4) an action or proceeding pending by or against a domesticating company may be continued as if the domestication had not occurred; (5) except as prohibited by other law, all of the rights, privileges, immunities, powers, and purposes of the domesticating company remain vested in the domesticated company; (6) except as otherwise provided in the plan of domestication, the terms and conditions of the plan of domestication take effect; and (7) except as otherwise agreed, the domestication does not dissolve a domesticating limited liability company for the purposes of subchapter 7 of this chapter.",
          "role": "domestication_effect",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/f3106a9917b37ab0f1ff2e902e588c3fcc4595c65ff75a5de2c59c24a44516c0.html",
          "source_sha256": "f3106a9917b37ab0f1ff2e902e588c3fcc4595c65ff75a5de2c59c24a44516c0",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04155"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Conversion continues the same organization without interruption; domestication continues the preexisting company, property, liabilities, proceedings, rights, and powers.",
      "fetch_event_id": null,
      "pinpoint": "11 V.S.A. § 4147(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective: (1) the converted organization is: (A) organized under and subject to the governing statute of the converted organization; and (B) the same organization without interruption as the converting organization; (2) all property of the converting organization continues to be vested in the converted organization without transfer, reversion, or impairment; (3) all debts, obligations, and other liabilities of the converting organization continue as debts, obligations, and other liabilities of the converted organization; (4) except as otherwise provided by law or the plan of conversion, all the rights, privileges, immunities, powers, and purposes of the converting organization remain in the converted organization; (5) the name of the converted organization may be substituted for the name of the converting organization in any pending action or proceeding; (6) the certificate of organization of the converted organization becomes effective; (7) the provisions of the operating agreement of the converted organization which are to be in a record, if any, approved as part of the plan of conversion become effective; and (8) the interests in the converting organization are converted, and the interest holders of the converting organization are entitled only to the rights provided to them under the plan of conversion.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/a82a1b1080a7b7f80766d44f7cb522fd12ea1b36204e96e7ba9f19304dc7bdc1.html",
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      "source_class": "S1",
      "source_sha256": "a82a1b1080a7b7f80766d44f7cb522fd12ea1b36204e96e7ba9f19304dc7bdc1",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04147",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.llc.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "11 V.S.A. § 4142(d)",
          "quote": "(d) By complying with sections 4143 through 4146 of this title applicable to foreign organizations, a foreign organization that is not a foreign limited liability company may become a domestic limited liability company if the conversion is authorized by the law of the foreign organization’s jurisdiction of formation.",
          "role": "foreign_source_condition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105.html",
          "source_sha256": "465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04142"
        },
        {
          "pinpoint": "11 V.S.A. § 4144(c)",
          "quote": "(c) A conversion involving a domestic converting organization is not effective unless it is approved by the domestic converting organization in accordance with its governing law and organizational documents.",
          "role": "domestic_source_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/5c9b8aa9a8cfd9922945c574675f402298b35ed5c273171d5ce2f4d95413d748.html",
          "source_sha256": "5c9b8aa9a8cfd9922945c574675f402298b35ed5c273171d5ce2f4d95413d748",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04144"
        },
        {
          "pinpoint": "11 V.S.A. § 4144(d)",
          "quote": "(d) A conversion of a foreign converting organization is not effective unless it is approved by the foreign organization in accordance with the law of the foreign organization’s jurisdiction of formation and its organizational documents.",
          "role": "foreign_source_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/5c9b8aa9a8cfd9922945c574675f402298b35ed5c273171d5ce2f4d95413d748.html",
          "source_sha256": "5c9b8aa9a8cfd9922945c574675f402298b35ed5c273171d5ce2f4d95413d748",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04144"
        },
        {
          "pinpoint": "11 V.S.A. § 4146(a)-(b)",
          "quote": "(a) A statement of conversion shall be signed by the converting organization and delivered to the Secretary of State for filing. (b) A statement of conversion shall contain: (1) the name, jurisdiction of formation, and type of organization of the converting organization; (2) the name, jurisdiction of formation, and type of organization of the converted organization; (3) if the converting organization is a domestic limited liability company, a statement that the plan of conversion was approved in accordance with this subchapter, or, if the converting organization is a foreign organization, a statement that the conversion was approved by the foreign organization in accordance with the law of its jurisdiction of formation; (4) if the converted organization is a domestic organization, its public organizational documents, as an attachment; and (5) if the converted organization is a foreign limited liability partnership, its certificate of authority to do business in the State, as an attachment.",
          "role": "filing_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/d1cc2285549f297b01553bb57993baf734a1a217015a954b48da692a8f9cbd01.html",
          "source_sha256": "d1cc2285549f297b01553bb57993baf734a1a217015a954b48da692a8f9cbd01",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04146"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A domestic organization may convert to a Vermont LLC; a foreign non-LLC may do so when its formation law authorizes the conversion and it follows the foreign-organization rules.",
      "fetch_event_id": null,
      "pinpoint": "11 V.S.A. § 4142(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) By complying with sections 4143 through 4146 of this title, a domestic organization may become a domestic limited liability company.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04142",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.llc.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "11 V.S.A. § 4142(b)",
          "quote": "(b) By complying with sections 4143 through 4146 of this title, a domestic limited liability company may convert into a different type of foreign organization if the conversion is authorized by the foreign statute that governs the organization after conversion and the converting organization complies with the statute.",
          "role": "foreign_target_condition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105.html",
          "source_sha256": "465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04142"
        },
        {
          "pinpoint": "11 V.S.A. § 4143(a)",
          "quote": "(a) A domestic limited liability company may convert to a different type of organization under section 4142 of this title, by approving a plan of conversion. The plan shall be in a record and contain: (1) the name of the converting limited liability company; (2) the name, jurisdiction of formation, and type of organization of the converted organization; (3) the manner of converting the interests in the converting limited liability company into interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing; (4) the proposed public organizational documents of the converted organization if it will be an organization with public organizational documents filed with the Secretary of State; (5) the full text of the private organizational documents of the converted organization which are proposed to be in a record; (6) the other terms and conditions of the conversion; and (7) any other provision required by the law of this State or the operating agreement of the converting limited liability company.",
          "role": "plan_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/207aeb64c13058da592634f5989943bbbd72d851c383cb6f19ad2b060765b626.html",
          "source_sha256": "207aeb64c13058da592634f5989943bbbd72d851c383cb6f19ad2b060765b626",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04143"
        },
        {
          "pinpoint": "11 V.S.A. § 4144(a)",
          "quote": "(a) For any conversion of a limited liability company into another type of organization, a plan of conversion is not effective unless it has been approved: (1) by a domestic converting limited liability company, in accordance with the organizational documents of the limited liability company, or, in the absence of a provision governing approval of conversions, by all the members of the limited liability company entitled to vote on or consent to any matter; and (2) in a record, by each member of a domestic converting limited liability company who will have personal liability for debts, obligations, and other liabilities that are incurred after the conversion becomes effective, unless: (A) the operating agreement of the company provides in a record for the approval of a conversion or a merger in which some or all of its members become subject to personal liability by the affirmative vote or consent of fewer than all the members; and (B) the member voted for or consented in a record to that provision of the operating agreement or became a member after the adoption of that provision.",
          "role": "approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/5c9b8aa9a8cfd9922945c574675f402298b35ed5c273171d5ce2f4d95413d748.html",
          "source_sha256": "5c9b8aa9a8cfd9922945c574675f402298b35ed5c273171d5ce2f4d95413d748",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04144"
        },
        {
          "pinpoint": "11 V.S.A. § 4146(a)-(b)",
          "quote": "(a) A statement of conversion shall be signed by the converting organization and delivered to the Secretary of State for filing. (b) A statement of conversion shall contain: (1) the name, jurisdiction of formation, and type of organization of the converting organization; (2) the name, jurisdiction of formation, and type of organization of the converted organization; (3) if the converting organization is a domestic limited liability company, a statement that the plan of conversion was approved in accordance with this subchapter, or, if the converting organization is a foreign organization, a statement that the conversion was approved by the foreign organization in accordance with the law of its jurisdiction of formation; (4) if the converted organization is a domestic organization, its public organizational documents, as an attachment; and (5) if the converted organization is a foreign limited liability partnership, its certificate of authority to do business in the State, as an attachment.",
          "role": "filing_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/d1cc2285549f297b01553bb57993baf734a1a217015a954b48da692a8f9cbd01.html",
          "source_sha256": "d1cc2285549f297b01553bb57993baf734a1a217015a954b48da692a8f9cbd01",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04146"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Vermont LLC may convert to a different domestic organization; a foreign target is available when its governing statute authorizes the conversion and the LLC complies with it.",
      "fetch_event_id": null,
      "pinpoint": "11 V.S.A. § 4142(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) By complying with sections 4143 through 4146 of this title, a domestic limited liability company may become a domestic organization that is a different type of organization.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04142",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.llc.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "11 V.S.A. § 4152(c)",
          "quote": "(c) A plan of domestication shall be in a record and shall include: (1) the name of the domesticating company before domestication and the jurisdiction of its governing statute; (2) the name of the domesticated company after domestication and the jurisdiction of its governing statute; (3) the terms and conditions of the domestication, including the manner and basis for converting interests in the domesticating company into any combination of money, interests in the domesticated company, and other consideration; and (4) the organizational documents of the domesticated company that are, or are proposed to be, in a record.",
          "role": "plan_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/b96854f71656dcfea508304a403ffc318025648037a32c23da34eda3984f92b4.html",
          "source_sha256": "b96854f71656dcfea508304a403ffc318025648037a32c23da34eda3984f92b4",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04152"
        },
        {
          "pinpoint": "11 V.S.A. § 4153(a)",
          "quote": "(a) A plan of domestication shall be consented to: (1) by all the members, subject to section 4156 of this title, if the domesticating company is a limited liability company; and (2) as provided in the domesticating company’s governing statute, if the company is a foreign limited liability company.",
          "role": "approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/538011862cb67e8b1eca81617ed294b42ab262e6a9f84767c207eba56902bccc.html",
          "source_sha256": "538011862cb67e8b1eca81617ed294b42ab262e6a9f84767c207eba56902bccc",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04153"
        },
        {
          "pinpoint": "11 V.S.A. § 4154(a)",
          "quote": "(a) After a plan of domestication is approved, a domesticating company shall deliver to the Secretary of State for filing articles of domestication, which shall include: (1) a statement, as the case may be, that the company has been domesticated from or into another jurisdiction; (2) the name of the domesticating company and the jurisdiction of its governing statute; (3) the name of the domesticated company and the jurisdiction of its governing statute; (4) the date the domestication is effective under the governing statute of the domesticated company; (5) if the domesticating company was a limited liability company, a statement that the domestication was approved as required by this title; (6) if the domesticating company was a foreign limited liability company, a statement that the domestication was approved as required by the governing statute of the other jurisdiction; and (7) if the domesticated company was a foreign limited liability company not authorized to transact business in this State, the street and mailing addresses of an office that the Secretary of State may use for the purposes of subsection 4155(b) of this title.",
          "role": "filing_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/51effd57fdb4611bf3da01462e2a418a7be36ee8f57a617332a9c0ba6c8fef43.html",
          "source_sha256": "51effd57fdb4611bf3da01462e2a418a7be36ee8f57a617332a9c0ba6c8fef43",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04154"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A foreign LLC may domesticate into Vermont if its governing statute authorizes and does not prohibit the move and the company complies with that statute and Vermont filings.",
      "fetch_event_id": null,
      "pinpoint": "11 V.S.A. § 4152(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A foreign limited liability company may become a limited liability company pursuant to this section, sections 4153 through 4155 of this title, and a plan of domestication, if: (1) the foreign limited liability company’s governing statute authorizes the domestication; (2) the domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the foreign limited liability company complies with its governing statute in effecting the domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/b96854f71656dcfea508304a403ffc318025648037a32c23da34eda3984f92b4.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b96854f71656dcfea508304a403ffc318025648037a32c23da34eda3984f92b4",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04152",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "11 V.S.A. § 4152(c)",
          "quote": "(c) A plan of domestication shall be in a record and shall include: (1) the name of the domesticating company before domestication and the jurisdiction of its governing statute; (2) the name of the domesticated company after domestication and the jurisdiction of its governing statute; (3) the terms and conditions of the domestication, including the manner and basis for converting interests in the domesticating company into any combination of money, interests in the domesticated company, and other consideration; and (4) the organizational documents of the domesticated company that are, or are proposed to be, in a record.",
          "role": "plan_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/b96854f71656dcfea508304a403ffc318025648037a32c23da34eda3984f92b4.html",
          "source_sha256": "b96854f71656dcfea508304a403ffc318025648037a32c23da34eda3984f92b4",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04152"
        },
        {
          "pinpoint": "11 V.S.A. § 4153(a)",
          "quote": "(a) A plan of domestication shall be consented to: (1) by all the members, subject to section 4156 of this title, if the domesticating company is a limited liability company; and (2) as provided in the domesticating company’s governing statute, if the company is a foreign limited liability company.",
          "role": "approval_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/538011862cb67e8b1eca81617ed294b42ab262e6a9f84767c207eba56902bccc.html",
          "source_sha256": "538011862cb67e8b1eca81617ed294b42ab262e6a9f84767c207eba56902bccc",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04153"
        },
        {
          "pinpoint": "11 V.S.A. § 4154(a)",
          "quote": "(a) After a plan of domestication is approved, a domesticating company shall deliver to the Secretary of State for filing articles of domestication, which shall include: (1) a statement, as the case may be, that the company has been domesticated from or into another jurisdiction; (2) the name of the domesticating company and the jurisdiction of its governing statute; (3) the name of the domesticated company and the jurisdiction of its governing statute; (4) the date the domestication is effective under the governing statute of the domesticated company; (5) if the domesticating company was a limited liability company, a statement that the domestication was approved as required by this title; (6) if the domesticating company was a foreign limited liability company, a statement that the domestication was approved as required by the governing statute of the other jurisdiction; and (7) if the domesticated company was a foreign limited liability company not authorized to transact business in this State, the street and mailing addresses of an office that the Secretary of State may use for the purposes of subsection 4155(b) of this title.",
          "role": "filing_rule",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/51effd57fdb4611bf3da01462e2a418a7be36ee8f57a617332a9c0ba6c8fef43.html",
          "source_sha256": "51effd57fdb4611bf3da01462e2a418a7be36ee8f57a617332a9c0ba6c8fef43",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04154"
        },
        {
          "pinpoint": "11 V.S.A. § 4155(c)",
          "quote": "(c) If a limited liability company has adopted and approved a plan of domestication under section 4152 of this title providing for the company to be domesticated in a foreign jurisdiction, a statement surrendering the company’s certificate of organization must be delivered to the Secretary of State for filing, setting forth: (1) the name of the company; (2) a statement that the certificate of organization is being surrendered in connection with the domestication of the company in a foreign jurisdiction; (3) a statement the domestication was approved as required by this title; and (4) the jurisdiction of formation of the domesticated foreign limited liability company.",
          "role": "certificate_surrender",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/f3106a9917b37ab0f1ff2e902e588c3fcc4595c65ff75a5de2c59c24a44516c0.html",
          "source_sha256": "f3106a9917b37ab0f1ff2e902e588c3fcc4595c65ff75a5de2c59c24a44516c0",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04155"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Vermont LLC may domesticate as a foreign LLC under the statute's stated foreign-law, plan, approval, articles-of-domestication, and certificate-surrender conditions.",
      "fetch_event_id": null,
      "pinpoint": "11 V.S.A. § 4152(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) A limited liability company may become a foreign limited liability company pursuant to this section, sections 4153 through 4155 of this title, and a plan of domestication, if: (1) the foreign limited liability company’s governing statute authorizes the domestication; (2) the domestication is not prohibited by the law of the jurisdiction that enacted the governing statute; and (3) the foreign limited liability company complies with its governing statute in effecting the domestication.",
      "readiness": "ready",
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      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "11 V.S.A. § 4141(14)",
          "quote": "(14) “Organization”: (A) means any of the following, whether a domestic or foreign organization, and regardless of whether organized for profit: (i) a business corporation; (ii) a nonprofit corporation; (iii) a general partnership, including a limited liability partnership; (iv) a limited partnership, including a limited liability limited partnership; (v) a limited liability company; (vi) a general cooperative association; (vii) a limited cooperative association or mutual benefit enterprise; (viii) an unincorporated nonprofit association; (ix) a statutory trust, business trust, or common-law business trust; or (x) any other person that has: (I) a legal existence separate from any interest holder of that person; or (II) the power to acquire an interest in real property in its own name; and (B) does not include: (i) an individual; (ii) a trust with a predominantly donative purpose or a charitable trust; (iii) an association or relationship that is not an organization listed in subdivision (A) of this subdivision (14) and is not a partnership under chapter 22 or 23 of this title, or a similar provision of the law of another jurisdiction; (iv) a decedent’s estate; or (v) a government or a governmental subdivision, agency, or instrumentality.",
          "role": "defined_type_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/ad95a88706ab88cf2e316095568d49d226267564e1cf2777470153347c938347.html",
          "source_sha256": "ad95a88706ab88cf2e316095568d49d226267564e1cf2777470153347c938347",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04141"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The statute's complete organization definition supplies the domestic source types; the foreign route excludes a foreign LLC and requires authorization under its formation law.",
      "fetch_event_id": null,
      "pinpoint": "11 V.S.A. § 4142(c)-(d)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(c) By complying with sections 4143 through 4146 of this title, a domestic organization may become a domestic limited liability company. (d) By complying with sections 4143 through 4146 of this title applicable to foreign organizations, a foreign organization that is not a foreign limited liability company may become a domestic limited liability company if the conversion is authorized by the law of the foreign organization’s jurisdiction of formation.",
      "readiness": "ready",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105.html",
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      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04142",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "11 V.S.A. § 4141(14)",
          "quote": "(14) “Organization”: (A) means any of the following, whether a domestic or foreign organization, and regardless of whether organized for profit: (i) a business corporation; (ii) a nonprofit corporation; (iii) a general partnership, including a limited liability partnership; (iv) a limited partnership, including a limited liability limited partnership; (v) a limited liability company; (vi) a general cooperative association; (vii) a limited cooperative association or mutual benefit enterprise; (viii) an unincorporated nonprofit association; (ix) a statutory trust, business trust, or common-law business trust; or (x) any other person that has: (I) a legal existence separate from any interest holder of that person; or (II) the power to acquire an interest in real property in its own name; and (B) does not include: (i) an individual; (ii) a trust with a predominantly donative purpose or a charitable trust; (iii) an association or relationship that is not an organization listed in subdivision (A) of this subdivision (14) and is not a partnership under chapter 22 or 23 of this title, or a similar provision of the law of another jurisdiction; (iv) a decedent’s estate; or (v) a government or a governmental subdivision, agency, or instrumentality.",
          "role": "defined_type_scope",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/ad95a88706ab88cf2e316095568d49d226267564e1cf2777470153347c938347.html",
          "source_sha256": "ad95a88706ab88cf2e316095568d49d226267564e1cf2777470153347c938347",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04141"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Vermont LLC may convert to the statute's listed organization types other than an LLC, domestically or through the conditional foreign-target route.",
      "fetch_event_id": null,
      "pinpoint": "11 V.S.A. § 4142(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) By complying with sections 4143 through 4146 of this title, a domestic limited liability company may become a domestic organization that is a different type of organization. (b) By complying with sections 4143 through 4146 of this title, a domestic limited liability company may convert into a different type of foreign organization if the conversion is authorized by the foreign statute that governs the organization after conversion and the converting organization complies with the statute.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04142",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.llc.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "11 V.S.A. § 4012(a)(19)",
          "quote": "(19) Articles of domestication $20.00",
          "role": "articles_of_domestication_fee",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/52e555932ee72cbd9c402024973745fdb0ab4bb035f58969900851f7a50a4739.html",
          "source_sha256": "52e555932ee72cbd9c402024973745fdb0ab4bb035f58969900851f7a50a4739",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04012"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The LLC Act fee schedule locates the filing fees for articles of domestication and a statement of conversion.",
      "fetch_event_id": null,
      "pinpoint": "11 V.S.A. § 4012(a)(22)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(22) Statement of conversion $20.00",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/52e555932ee72cbd9c402024973745fdb0ab4bb035f58969900851f7a50a4739.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "52e555932ee72cbd9c402024973745fdb0ab4bb035f58969900851f7a50a4739",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04012",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "11 V.S.A. § 4143(a)",
          "quote": "(a) A domestic limited liability company may convert to a different type of organization under section 4142 of this title, by approving a plan of conversion. The plan shall be in a record and contain: (1) the name of the converting limited liability company; (2) the name, jurisdiction of formation, and type of organization of the converted organization; (3) the manner of converting the interests in the converting limited liability company into interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing; (4) the proposed public organizational documents of the converted organization if it will be an organization with public organizational documents filed with the Secretary of State; (5) the full text of the private organizational documents of the converted organization which are proposed to be in a record; (6) the other terms and conditions of the conversion; and (7) any other provision required by the law of this State or the operating agreement of the converting limited liability company.",
          "role": "conversion_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/207aeb64c13058da592634f5989943bbbd72d851c383cb6f19ad2b060765b626.html",
          "source_sha256": "207aeb64c13058da592634f5989943bbbd72d851c383cb6f19ad2b060765b626",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04143"
        },
        {
          "pinpoint": "11 V.S.A. § 4152(c)",
          "quote": "(c) A plan of domestication shall be in a record and shall include: (1) the name of the domesticating company before domestication and the jurisdiction of its governing statute; (2) the name of the domesticated company after domestication and the jurisdiction of its governing statute; (3) the terms and conditions of the domestication, including the manner and basis for converting interests in the domesticating company into any combination of money, interests in the domesticated company, and other consideration; and (4) the organizational documents of the domesticated company that are, or are proposed to be, in a record.",
          "role": "domestication_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/b96854f71656dcfea508304a403ffc318025648037a32c23da34eda3984f92b4.html",
          "source_sha256": "b96854f71656dcfea508304a403ffc318025648037a32c23da34eda3984f92b4",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04152"
        },
        {
          "pinpoint": "11 V.S.A. § 4154(a)",
          "quote": "(a) After a plan of domestication is approved, a domesticating company shall deliver to the Secretary of State for filing articles of domestication, which shall include: (1) a statement, as the case may be, that the company has been domesticated from or into another jurisdiction; (2) the name of the domesticating company and the jurisdiction of its governing statute; (3) the name of the domesticated company and the jurisdiction of its governing statute; (4) the date the domestication is effective under the governing statute of the domesticated company; (5) if the domesticating company was a limited liability company, a statement that the domestication was approved as required by this title; (6) if the domesticating company was a foreign limited liability company, a statement that the domestication was approved as required by the governing statute of the other jurisdiction; and (7) if the domesticated company was a foreign limited liability company not authorized to transact business in this State, the street and mailing addresses of an office that the Secretary of State may use for the purposes of subsection 4155(b) of this title.",
          "role": "articles_of_domestication",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/51effd57fdb4611bf3da01462e2a418a7be36ee8f57a617332a9c0ba6c8fef43.html",
          "source_sha256": "51effd57fdb4611bf3da01462e2a418a7be36ee8f57a617332a9c0ba6c8fef43",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04154"
        },
        {
          "pinpoint": "11 V.S.A. § 4155(c)",
          "quote": "(c) If a limited liability company has adopted and approved a plan of domestication under section 4152 of this title providing for the company to be domesticated in a foreign jurisdiction, a statement surrendering the company’s certificate of organization must be delivered to the Secretary of State for filing, setting forth: (1) the name of the company; (2) a statement that the certificate of organization is being surrendered in connection with the domestication of the company in a foreign jurisdiction; (3) a statement the domestication was approved as required by this title; and (4) the jurisdiction of formation of the domesticated foreign limited liability company.",
          "role": "certificate_surrender",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/f3106a9917b37ab0f1ff2e902e588c3fcc4595c65ff75a5de2c59c24a44516c0.html",
          "source_sha256": "f3106a9917b37ab0f1ff2e902e588c3fcc4595c65ff75a5de2c59c24a44516c0",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04155"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Conversion uses a plan and statement of conversion; domestication uses a plan and articles of domestication, plus a certificate-surrender statement for an outbound move.",
      "fetch_event_id": null,
      "pinpoint": "11 V.S.A. § 4146(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A statement of conversion shall be signed by the converting organization and delivered to the Secretary of State for filing. (b) A statement of conversion shall contain: (1) the name, jurisdiction of formation, and type of organization of the converting organization; (2) the name, jurisdiction of formation, and type of organization of the converted organization; (3) if the converting organization is a domestic limited liability company, a statement that the plan of conversion was approved in accordance with this subchapter, or, if the converting organization is a foreign organization, a statement that the conversion was approved by the foreign organization in accordance with the law of its jurisdiction of formation; (4) if the converted organization is a domestic organization, its public organizational documents, as an attachment; and (5) if the converted organization is a foreign limited liability partnership, its certificate of authority to do business in the State, as an attachment.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/d1cc2285549f297b01553bb57993baf734a1a217015a954b48da692a8f9cbd01.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d1cc2285549f297b01553bb57993baf734a1a217015a954b48da692a8f9cbd01",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04146",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.llc.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "11 V.S.A. § 4142(d)",
          "quote": "(d) By complying with sections 4143 through 4146 of this title applicable to foreign organizations, a foreign organization that is not a foreign limited liability company may become a domestic limited liability company if the conversion is authorized by the law of the foreign organization’s jurisdiction of formation.",
          "role": "foreign_source_condition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105.html",
          "source_sha256": "465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04142"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "For a conversion involving a foreign source or target, the relevant foreign law must authorize the conversion; domestic-only conversion routes have no paired-jurisdiction condition.",
      "fetch_event_id": null,
      "pinpoint": "11 V.S.A. § 4142(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) By complying with sections 4143 through 4146 of this title, a domestic limited liability company may convert into a different type of foreign organization if the conversion is authorized by the foreign statute that governs the organization after conversion and the converting organization complies with the statute.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04142",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Vermont uses “domestication” for an LLC's same-type move between jurisdictions.",
      "fetch_event_id": null,
      "pinpoint": "11 V.S.A. § 4141(7)-(8)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(7) “Domesticated company” means the company that exists after a domesticating foreign limited liability company or limited liability company effects a domestication pursuant to sections 4152 through 4155 of this title. (8) “Domesticating company” means the company that effects a domestication pursuant to sections 4152 through 4155 of this title.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/ad95a88706ab88cf2e316095568d49d226267564e1cf2777470153347c938347.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ad95a88706ab88cf2e316095568d49d226267564e1cf2777470153347c938347",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04141",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, tax-payment, or good-standing condition was located in the transaction provisions for a Vermont LLC.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04142",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "11A V.S.A. § 11.04(2)",
          "quote": "Subject to section 11.17 of this title and any contractual rights, a converting organization shall approve a plan of conversion as follows: (1) a domestic corporation shall approve a plan of conversion in accordance with the procedures for approving a merger under section 11.10 of this title; (2) any other organization shall approve a plan of conversion in accordance with its governing statute and its organizational documents; provided: (A) if its organizational documents do not address the manner for approving a conversion, then a plan of conversion shall be approved by the same vote required under the organizational documents for a merger; and (B) if its organizational documents do not provide for approval of a merger, then by the approval of the number or percentage of interest holders required to approve a merger under the governing statute.",
          "role": "corporation_route_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/2bb97dd0a7b10f84b9e3244ceaf71d3cb895bdd870007536a9ccdb869cd3201b.html",
          "source_sha256": "2bb97dd0a7b10f84b9e3244ceaf71d3cb895bdd870007536a9ccdb869cd3201b",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00004"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "An LP-to-LLC conversion requires all partners or the agreement's stated number or percentage; the corporation route follows the LP's governing statute and organizational documents with merger-vote fallbacks.",
      "fetch_event_id": null,
      "pinpoint": "11 V.S.A. § 4144(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) For a conversion of a domestic general partnership or domestic limited partnership into a domestic limited liability company, the plan of conversion shall be approved by all of the partners or by a number or percentage of the partners required for the conversion in the partnership agreement.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/5c9b8aa9a8cfd9922945c574675f402298b35ed5c273171d5ce2f4d95413d748.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "5c9b8aa9a8cfd9922945c574675f402298b35ed5c273171d5ce2f4d95413d748",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04144",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.lp.continuity_language": {
      "additional_sources": [
        {
          "pinpoint": "11A V.S.A. § 11.07(a)",
          "quote": "(a) When a conversion takes effect: (1) The converted organization is: (A) organized under and subject to the governing statute of the converted organization; and (B) the same organization continuing without interruption as the converting organization. (2) The property of the converting organization continues to be vested in the converted organization without transfer, assignment, reversion, or impairment. (3) The debts, obligations, and other liabilities of the converting organization continue as debts, obligations, and other liabilities of the converted organization. (4) Except as otherwise provided by law or the plan of conversion, the rights, privileges, immunities, powers, and purposes of the converting organization remain in the converted organization. (5) A court or other authority may substitute the name of the converted organization for the name of the converting organization in any pending action or proceeding. (6) The public organizational documents of the converted organization takes effect. (7) The provisions of the organizational documents of the converted organization that are required to be in a record, if any, that were approved as part of the plan of conversion take effect. (8) The interests in the converting organization are converted, and the interest holders of the converting organization are entitled only to the rights provided to them under the plan of conversion.",
          "role": "corporation_act_effect",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/7abdfeea2cae8b5ae8a8a86fb998e5e66af319a1d2f5d9fa89a22384ba20892f.html",
          "source_sha256": "7abdfeea2cae8b5ae8a8a86fb998e5e66af319a1d2f5d9fa89a22384ba20892f",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00007"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Under either domestic route, the converted limited partnership continues as the same organization without interruption, with its property, liabilities, rights, and proceedings preserved.",
      "fetch_event_id": null,
      "pinpoint": "11 V.S.A. § 4147(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) When a conversion becomes effective: (1) the converted organization is: (A) organized under and subject to the governing statute of the converted organization; and (B) the same organization without interruption as the converting organization; (2) all property of the converting organization continues to be vested in the converted organization without transfer, reversion, or impairment; (3) all debts, obligations, and other liabilities of the converting organization continue as debts, obligations, and other liabilities of the converted organization; (4) except as otherwise provided by law or the plan of conversion, all the rights, privileges, immunities, powers, and purposes of the converting organization remain in the converted organization; (5) the name of the converted organization may be substituted for the name of the converting organization in any pending action or proceeding; (6) the certificate of organization of the converted organization becomes effective; (7) the provisions of the operating agreement of the converted organization which are to be in a record, if any, approved as part of the plan of conversion become effective; and (8) the interests in the converting organization are converted, and the interest holders of the converting organization are entitled only to the rights provided to them under the plan of conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/a82a1b1080a7b7f80766d44f7cb522fd12ea1b36204e96e7ba9f19304dc7bdc1.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "a82a1b1080a7b7f80766d44f7cb522fd12ea1b36204e96e7ba9f19304dc7bdc1",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04147",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.lp.conversion_authorization_posture.inbound": {
      "additional_sources": [
        {
          "pinpoint": "11 V.S.A. § 4143(a)",
          "quote": "(a) A domestic limited liability company may convert to a different type of organization under section 4142 of this title, by approving a plan of conversion. The plan shall be in a record and contain: (1) the name of the converting limited liability company; (2) the name, jurisdiction of formation, and type of organization of the converted organization; (3) the manner of converting the interests in the converting limited liability company into interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing; (4) the proposed public organizational documents of the converted organization if it will be an organization with public organizational documents filed with the Secretary of State; (5) the full text of the private organizational documents of the converted organization which are proposed to be in a record; (6) the other terms and conditions of the conversion; and (7) any other provision required by the law of this State or the operating agreement of the converting limited liability company.",
          "role": "llc_route_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/207aeb64c13058da592634f5989943bbbd72d851c383cb6f19ad2b060765b626.html",
          "source_sha256": "207aeb64c13058da592634f5989943bbbd72d851c383cb6f19ad2b060765b626",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04143"
        },
        {
          "pinpoint": "11 V.S.A. § 4144(a)",
          "quote": "(a) For any conversion of a limited liability company into another type of organization, a plan of conversion is not effective unless it has been approved: (1) by a domestic converting limited liability company, in accordance with the organizational documents of the limited liability company, or, in the absence of a provision governing approval of conversions, by all the members of the limited liability company entitled to vote on or consent to any matter; and (2) in a record, by each member of a domestic converting limited liability company who will have personal liability for debts, obligations, and other liabilities that are incurred after the conversion becomes effective, unless: (A) the operating agreement of the company provides in a record for the approval of a conversion or a merger in which some or all of its members become subject to personal liability by the affirmative vote or consent of fewer than all the members; and (B) the member voted for or consented in a record to that provision of the operating agreement or became a member after the adoption of that provision.",
          "role": "llc_route_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/5c9b8aa9a8cfd9922945c574675f402298b35ed5c273171d5ce2f4d95413d748.html",
          "source_sha256": "5c9b8aa9a8cfd9922945c574675f402298b35ed5c273171d5ce2f4d95413d748",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04144"
        },
        {
          "pinpoint": "11A V.S.A. § 11.02(a)",
          "quote": "(a) By complying with sections 11.03 through 11.06 of this title, a domestic corporation may become a domestic organization that is a different type of organization.",
          "role": "corporation_source",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/87471e12fd1c18a0106cdb5d8c5072ca5bdfd42c714825ed9e4e4ec720b61942.html",
          "source_sha256": "87471e12fd1c18a0106cdb5d8c5072ca5bdfd42c714825ed9e4e4ec720b61942",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00002"
        },
        {
          "pinpoint": "11A V.S.A. § 11.03(a)",
          "quote": "(a) A domestic corporation may convert to a different type of organization under section 11.02 of this title by approving a plan of conversion, and a domestic organization, other than a corporation, may convert into a domestic corporation by approving a plan of conversion. The plan shall be in a record and shall contain: (1) the name of the converting corporation or organization; (2) the name, jurisdiction of formation, and type of organization of the converted organization; (3) the manner and basis for converting an interest holder’s interest in the converting organization into any combination of an interest in the converted organization and other consideration; (4) the proposed public organizational documents of the converted organization if it will be an organization with public organizational documents filed with the Secretary of State; (5) the full text of the private organizational documents of the converted organization that are proposed to be in a record; (6) the other terms and conditions of the conversion; and (7) any other provision required by the law of this State or the organizational documents of the converting corporation.",
          "role": "corporation_route_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/0d9372e6550bd77507c4c05970a88912351d1573a1748a10cd22075c8a8b2946.html",
          "source_sha256": "0d9372e6550bd77507c4c05970a88912351d1573a1748a10cd22075c8a8b2946",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00003"
        },
        {
          "pinpoint": "11A V.S.A. § 11.04",
          "quote": "Subject to section 11.17 of this title and any contractual rights, a converting organization shall approve a plan of conversion as follows: (1) a domestic corporation shall approve a plan of conversion in accordance with the procedures for approving a merger under section 11.10 of this title; (2) any other organization shall approve a plan of conversion in accordance with its governing statute and its organizational documents; provided: (A) if its organizational documents do not address the manner for approving a conversion, then a plan of conversion shall be approved by the same vote required under the organizational documents for a merger; and (B) if its organizational documents do not provide for approval of a merger, then by the approval of the number or percentage of interest holders required to approve a merger under the governing statute.",
          "role": "corporation_route_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/2bb97dd0a7b10f84b9e3244ceaf71d3cb895bdd870007536a9ccdb869cd3201b.html",
          "source_sha256": "2bb97dd0a7b10f84b9e3244ceaf71d3cb895bdd870007536a9ccdb869cd3201b",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00004"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Vermont LLC or Vermont corporation may convert into a domestic limited partnership through the applicable source-entity act.",
      "fetch_event_id": null,
      "pinpoint": "11 V.S.A. § 4142(a)",
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      "publish_status": "publish_ready",
      "quote": "(a) By complying with sections 4143 through 4146 of this title, a domestic limited liability company may become a domestic organization that is a different type of organization.",
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      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04142",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.lp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "11 V.S.A. § 4142(c)",
          "quote": "(c) By complying with sections 4143 through 4146 of this title, a domestic organization may become a domestic limited liability company.",
          "role": "domestic_llc_target",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105.html",
          "source_sha256": "465751aa276a4a66d67f1aa13d3bc9ddb924f15d6117f7bcd556fea7bbd7b105",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04142"
        },
        {
          "pinpoint": "11 V.S.A. § 4144(b)",
          "quote": "(b) For a conversion of a domestic general partnership or domestic limited partnership into a domestic limited liability company, the plan of conversion shall be approved by all of the partners or by a number or percentage of the partners required for the conversion in the partnership agreement.",
          "role": "lp_to_llc_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/5c9b8aa9a8cfd9922945c574675f402298b35ed5c273171d5ce2f4d95413d748.html",
          "source_sha256": "5c9b8aa9a8cfd9922945c574675f402298b35ed5c273171d5ce2f4d95413d748",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04144"
        },
        {
          "pinpoint": "11A V.S.A. § 11.02(b)",
          "quote": "(b) By complying with sections 11.03 through 11.06 of this title, a domestic organization may become a domestic corporation.",
          "role": "domestic_corporation_target",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/87471e12fd1c18a0106cdb5d8c5072ca5bdfd42c714825ed9e4e4ec720b61942.html",
          "source_sha256": "87471e12fd1c18a0106cdb5d8c5072ca5bdfd42c714825ed9e4e4ec720b61942",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00002"
        },
        {
          "pinpoint": "11A V.S.A. § 11.03(a)",
          "quote": "(a) A domestic corporation may convert to a different type of organization under section 11.02 of this title by approving a plan of conversion, and a domestic organization, other than a corporation, may convert into a domestic corporation by approving a plan of conversion. The plan shall be in a record and shall contain: (1) the name of the converting corporation or organization; (2) the name, jurisdiction of formation, and type of organization of the converted organization; (3) the manner and basis for converting an interest holder’s interest in the converting organization into any combination of an interest in the converted organization and other consideration; (4) the proposed public organizational documents of the converted organization if it will be an organization with public organizational documents filed with the Secretary of State; (5) the full text of the private organizational documents of the converted organization that are proposed to be in a record; (6) the other terms and conditions of the conversion; and (7) any other provision required by the law of this State or the organizational documents of the converting corporation.",
          "role": "corporation_route_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/0d9372e6550bd77507c4c05970a88912351d1573a1748a10cd22075c8a8b2946.html",
          "source_sha256": "0d9372e6550bd77507c4c05970a88912351d1573a1748a10cd22075c8a8b2946",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00003"
        },
        {
          "pinpoint": "11A V.S.A. § 11.04",
          "quote": "Subject to section 11.17 of this title and any contractual rights, a converting organization shall approve a plan of conversion as follows: (1) a domestic corporation shall approve a plan of conversion in accordance with the procedures for approving a merger under section 11.10 of this title; (2) any other organization shall approve a plan of conversion in accordance with its governing statute and its organizational documents; provided: (A) if its organizational documents do not address the manner for approving a conversion, then a plan of conversion shall be approved by the same vote required under the organizational documents for a merger; and (B) if its organizational documents do not provide for approval of a merger, then by the approval of the number or percentage of interest holders required to approve a merger under the governing statute.",
          "role": "corporation_route_approval",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/2bb97dd0a7b10f84b9e3244ceaf71d3cb895bdd870007536a9ccdb869cd3201b.html",
          "source_sha256": "2bb97dd0a7b10f84b9e3244ceaf71d3cb895bdd870007536a9ccdb869cd3201b",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00004"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Vermont limited partnership may convert to a domestic LLC or domestic corporation through the applicable target-entity act.",
      "fetch_event_id": null,
      "pinpoint": "11 V.S.A. § 4143(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(b) A domestic general partnership or a domestic limited partnership may convert into a domestic limited liability company by approving a plan of conversion setting forth the terms and conditions of the conversion of the interests of partners of a partnership or of a limited partnership, as the case may be, into interests in the converted limited liability company or the cash or other consideration to be paid or delivered as a result of the conversion of the interests of the partners, or a combination thereof.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
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      "snapshot_resolved": true,
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      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04143",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No statutory authorization was located for an inbound same-type jurisdictional move of a Vermont limited partnership.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
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      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/d49b7d2f26ae2b24b93db8115c5585b3c4a94c60816eb3d9be7ca8e221fe614a.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d49b7d2f26ae2b24b93db8115c5585b3c4a94c60816eb3d9be7ca8e221fe614a",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/023/03420",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No statutory authorization was located for an outbound same-type jurisdictional move of a Vermont limited partnership.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
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      "readiness": "ready",
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      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://legislature.vermont.gov/statutes/section/11/023/03420",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#VT.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "11 V.S.A. § 4141(14)",
          "quote": "(14) “Organization”: (A) means any of the following, whether a domestic or foreign organization, and regardless of whether organized for profit: (i) a business corporation; (ii) a nonprofit corporation; (iii) a general partnership, including a limited liability partnership; (iv) a limited partnership, including a limited liability limited partnership; (v) a limited liability company; (vi) a general cooperative association; (vii) a limited cooperative association or mutual benefit enterprise; (viii) an unincorporated nonprofit association; (ix) a statutory trust, business trust, or common-law business trust; or (x) any other person that has: (I) a legal existence separate from any interest holder of that person; or (II) the power to acquire an interest in real property in its own name; and (B) does not include: (i) an individual; (ii) a trust with a predominantly donative purpose or a charitable trust; (iii) an association or relationship that is not an organization listed in subdivision (A) of this subdivision (14) and is not a partnership under chapter 22 or 23 of this title, or a similar provision of the law of another jurisdiction; (iv) a decedent’s estate; or (v) a government or a governmental subdivision, agency, or instrumentality.",
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        {
          "pinpoint": "11A V.S.A. § 11.02(a)",
          "quote": "(a) By complying with sections 11.03 through 11.06 of this title, a domestic corporation may become a domestic organization that is a different type of organization.",
          "role": "corporation_source_route",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/87471e12fd1c18a0106cdb5d8c5072ca5bdfd42c714825ed9e4e4ec720b61942.html",
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        },
        {
          "pinpoint": "11A V.S.A. § 11.01(13)",
          "quote": "(13) “Organization”: (A) means any of the following, whether a domestic or foreign organization, and regardless of whether organized for profit: (i) a business corporation; (ii) a nonprofit corporation; (iii) a general partnership, including a limited liability partnership; (iv) a limited partnership, including a limited liability limited partnership; (v) a limited liability company; (vi) a general cooperative association; (vii) a limited cooperative association or mutual benefit enterprise; (viii) an unincorporated nonprofit association; (ix) a statutory trust, business trust, or common-law business trust; or (x) any other person that has: (I) a legal existence separate from any interest holder of that person; or (II) the power to acquire an interest in real property in its own name; and (B) does not include: (i) an individual; (ii) a trust with a predominantly donative purpose or a charitable trust; (iii) an association or relationship that is not an organization listed in subdivision (A) of this subdivision (13) and is not a partnership under 11 V.S.A. chapter 22 or 23, or a similar provision of law of another jurisdiction; (iv) a decedent’s estate; or (v) a government or a governmental subdivision, agency, or instrumentality.",
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      ],
      "capture_date": "2026-10-03",
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      "display": "A domestic Vermont LLC or business corporation may convert into a domestic limited partnership under its source-entity act.",
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    "structuring:pp-conversion-domestication#VT.lp.eligible_target_types": {
      "additional_sources": [
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          "pinpoint": "11 V.S.A. § 4141(14)",
          "quote": "(14) “Organization”: (A) means any of the following, whether a domestic or foreign organization, and regardless of whether organized for profit: (i) a business corporation; (ii) a nonprofit corporation; (iii) a general partnership, including a limited liability partnership; (iv) a limited partnership, including a limited liability limited partnership; (v) a limited liability company; (vi) a general cooperative association; (vii) a limited cooperative association or mutual benefit enterprise; (viii) an unincorporated nonprofit association; (ix) a statutory trust, business trust, or common-law business trust; or (x) any other person that has: (I) a legal existence separate from any interest holder of that person; or (II) the power to acquire an interest in real property in its own name; and (B) does not include: (i) an individual; (ii) a trust with a predominantly donative purpose or a charitable trust; (iii) an association or relationship that is not an organization listed in subdivision (A) of this subdivision (14) and is not a partnership under chapter 22 or 23 of this title, or a similar provision of the law of another jurisdiction; (iv) a decedent’s estate; or (v) a government or a governmental subdivision, agency, or instrumentality.",
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        {
          "pinpoint": "11A V.S.A. § 11.02(b)",
          "quote": "(b) By complying with sections 11.03 through 11.06 of this title, a domestic organization may become a domestic corporation.",
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          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00002"
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        {
          "pinpoint": "11A V.S.A. § 11.01(13)",
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          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00001"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Vermont limited partnership may convert to a domestic Vermont LLC or business corporation under the target-entity act.",
      "fetch_event_id": null,
      "pinpoint": "11 V.S.A. § 4143(b)",
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      "quote": "(b) A domestic general partnership or a domestic limited partnership may convert into a domestic limited liability company by approving a plan of conversion setting forth the terms and conditions of the conversion of the interests of partners of a partnership or of a limited partnership, as the case may be, into interests in the converted limited liability company or the cash or other consideration to be paid or delivered as a result of the conversion of the interests of the partners, or a combination thereof.",
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      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04143",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#VT.lp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "11 V.S.A. § 3420(a)(8)",
          "quote": "(8) Any other document permitted or required to be filed by this chapter $20.00",
          "role": "other_lp_document_fee",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/d49b7d2f26ae2b24b93db8115c5585b3c4a94c60816eb3d9be7ca8e221fe614a.html",
          "source_sha256": "d49b7d2f26ae2b24b93db8115c5585b3c4a94c60816eb3d9be7ca8e221fe614a",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/023/03420"
        },
        {
          "pinpoint": "11 V.S.A. § 4012(a)(22)",
          "quote": "(22) Statement of conversion $20.00",
          "role": "llc_route_conversion_fee",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/52e555932ee72cbd9c402024973745fdb0ab4bb035f58969900851f7a50a4739.html",
          "source_sha256": "52e555932ee72cbd9c402024973745fdb0ab4bb035f58969900851f7a50a4739",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04012"
        },
        {
          "pinpoint": "11A V.S.A. chapter 1 index, § 1.22",
          "quote": "§ 1.22. Filing; service and copying fees",
          "role": "corporation_route_fee_locator",
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          "source_sha256": "645124907863f06c416e71d4e92ccca97347dbdb14e45e6e147d8fffbd531030",
          "source_url": "https://legislature.vermont.gov/statutes/chapter/11A/001"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The LP schedule locates certificate and other chapter filing fees; the LLC conversion fee and Business Corporation Act filing-fee section supply the route-specific locators.",
      "fetch_event_id": null,
      "pinpoint": "11 V.S.A. § 3420(a)(1)",
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      "publish_status": "publish_ready",
      "quote": "(1) Certificate of Limited Partnership $130.00",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/d49b7d2f26ae2b24b93db8115c5585b3c4a94c60816eb3d9be7ca8e221fe614a.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d49b7d2f26ae2b24b93db8115c5585b3c4a94c60816eb3d9be7ca8e221fe614a",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/023/03420",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "11 V.S.A. § 4143",
          "quote": "(a) A domestic limited liability company may convert to a different type of organization under section 4142 of this title, by approving a plan of conversion. The plan shall be in a record and contain: (1) the name of the converting limited liability company; (2) the name, jurisdiction of formation, and type of organization of the converted organization; (3) the manner of converting the interests in the converting limited liability company into interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing; (4) the proposed public organizational documents of the converted organization if it will be an organization with public organizational documents filed with the Secretary of State; (5) the full text of the private organizational documents of the converted organization which are proposed to be in a record; (6) the other terms and conditions of the conversion; and (7) any other provision required by the law of this State or the operating agreement of the converting limited liability company. (b) A domestic general partnership or a domestic limited partnership may convert into a domestic limited liability company by approving a plan of conversion setting forth the terms and conditions of the conversion of the interests of partners of a partnership or of a limited partnership, as the case may be, into interests in the converted limited liability company or the cash or other consideration to be paid or delivered as a result of the conversion of the interests of the partners, or a combination thereof.",
          "role": "llc_act_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/207aeb64c13058da592634f5989943bbbd72d851c383cb6f19ad2b060765b626.html",
          "source_sha256": "207aeb64c13058da592634f5989943bbbd72d851c383cb6f19ad2b060765b626",
          "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04143"
        },
        {
          "pinpoint": "11A V.S.A. § 11.03(a)",
          "quote": "(a) A domestic corporation may convert to a different type of organization under section 11.02 of this title by approving a plan of conversion, and a domestic organization, other than a corporation, may convert into a domestic corporation by approving a plan of conversion. The plan shall be in a record and shall contain: (1) the name of the converting corporation or organization; (2) the name, jurisdiction of formation, and type of organization of the converted organization; (3) the manner and basis for converting an interest holder’s interest in the converting organization into any combination of an interest in the converted organization and other consideration; (4) the proposed public organizational documents of the converted organization if it will be an organization with public organizational documents filed with the Secretary of State; (5) the full text of the private organizational documents of the converted organization that are proposed to be in a record; (6) the other terms and conditions of the conversion; and (7) any other provision required by the law of this State or the organizational documents of the converting corporation.",
          "role": "corporation_act_plan",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/0d9372e6550bd77507c4c05970a88912351d1573a1748a10cd22075c8a8b2946.html",
          "source_sha256": "0d9372e6550bd77507c4c05970a88912351d1573a1748a10cd22075c8a8b2946",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00003"
        },
        {
          "pinpoint": "11A V.S.A. § 11.06(a)-(b)",
          "quote": "(a) A converting organization shall sign a statement of conversion and deliver it to the Secretary of State for filing. (b) A statement of conversion shall contain: (1) the name, jurisdiction of formation, and type of organization prior to the conversion; (2) the name, jurisdiction of formation, and type of organization following the conversion; (3) if the converting organization is a domestic organization, a statement that the organization approved the plan of conversion in accordance with the provisions of this chapter, or, if the converting organization is a foreign organization, a statement that the organization approved the conversion in accordance with its governing statute; and (4) the public organizational documents of the converted organization.",
          "role": "corporation_act_statement",
          "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/b35bcc2013e2342bdc54b3dc738d02e8145e64023055dae244c8bbd616a02a60.html",
          "source_sha256": "b35bcc2013e2342bdc54b3dc738d02e8145e64023055dae244c8bbd616a02a60",
          "source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00006"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Both domestic LP conversion paths use a plan and statement of conversion; an inbound conversion attaches the certificate of limited partnership as the public organizational document.",
      "fetch_event_id": null,
      "pinpoint": "11 V.S.A. § 4146(a)-(b)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) A statement of conversion shall be signed by the converting organization and delivered to the Secretary of State for filing. (b) A statement of conversion shall contain: (1) the name, jurisdiction of formation, and type of organization of the converting organization; (2) the name, jurisdiction of formation, and type of organization of the converted organization; (3) if the converting organization is a domestic limited liability company, a statement that the plan of conversion was approved in accordance with this subchapter, or, if the converting organization is a foreign organization, a statement that the conversion was approved by the foreign organization in accordance with the law of its jurisdiction of formation; (4) if the converted organization is a domestic organization, its public organizational documents, as an attachment; and (5) if the converted organization is a foreign limited liability partnership, its certificate of authority to do business in the State, as an attachment.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/d1cc2285549f297b01553bb57993baf734a1a217015a954b48da692a8f9cbd01.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d1cc2285549f297b01553bb57993baf734a1a217015a954b48da692a8f9cbd01",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04146",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No paired-jurisdiction authorization condition was stated for the domestic limited-partnership conversion routes located in the LLC and corporation acts.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/207aeb64c13058da592634f5989943bbbd72d851c383cb6f19ad2b060765b626.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "207aeb64c13058da592634f5989943bbbd72d851c383cb6f19ad2b060765b626",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04143",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No operative domestication, continuance, or redomestication term was located for a Vermont limited partnership.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/d49b7d2f26ae2b24b93db8115c5585b3c4a94c60816eb3d9be7ca8e221fe614a.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d49b7d2f26ae2b24b93db8115c5585b3c4a94c60816eb3d9be7ca8e221fe614a",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/023/03420",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#VT.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No tax-clearance, tax-payment, or good-standing condition was located in the transaction provisions for a Vermont limited partnership.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/VT/snapshots/c50/VT/207aeb64c13058da592634f5989943bbbd72d851c383cb6f19ad2b060765b626.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "207aeb64c13058da592634f5989943bbbd72d851c383cb6f19ad2b060765b626",
      "source_url": "https://legislature.vermont.gov/statutes/section/11/025/04143",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A domestic corporation's board must first approve the plan, followed by the required shareholder and voting-group approvals; affected shareholders separately consent to owner liability.",
      "fetch_event_id": null,
      "pinpoint": "RCW 23B.09.030",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "In the case of an entity conversion of a domestic corporation to an other entity, the plan of conversion must be approved in the following manner: (1) The plan of entity conversion must first be approved by the board of directors of the converting entity. (2) The plan of entity conversion must then be approved by the shareholders of the converting entity. In submitting the plan of entity conversion to the shareholders for approval, the board of directors must recommend that the shareholders approve the plan of entity conversion, unless (a) the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation; or (b) RCW 23B.08.245 applies. If either (a) or (b) of this subsection applies, the board of directors must inform the shareholders of the basis for its so proceeding. (3) The board of directors may set conditions for the approval of the plan of entity conversion or the effectiveness of the plan of entity conversion. (4) If the approval of the shareholders is to be given at a meeting, the converting entity must notify each shareholder, regardless of whether entitled to vote, of the meeting of shareholders at which the plan of entity conversion is to be submitted for approval. The notice must state that consideration of the plan of entity conversion is a purpose of the meeting and must contain or be accompanied by a copy or summary of the plan of entity conversion. The notice must include or be accompanied by a copy of the organic rules of the surviving entity as they will be in effect immediately after the conversion. (5) Unless the articles of incorporation, or the board of directors acting in accordance with subsection (3) of this section, requires a greater vote, shareholder approval of the plan of entity conversion requires (a) the affirmative vote of shareholders that would be required to approve a plan of merger under RCW 23B.11A.040, and (b) the approval of each other voting group that would be entitled under the circumstances described in RCW 23B.11A.041 or the articles of incorporation to vote separately on a plan of merger. (6) If as a result of the conversion one or more shareholders of the converting entity would become subject to owner liability, approval of the plan of entity conversion must also require each such shareholder to execute a separate written consent to become subject to such owner liability.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/0aae7a490b3f89ef3fcd0ed538f58adc447410ec2cf05eef55bb0e4c2648ec86.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "0aae7a490b3f89ef3fcd0ed538f58adc447410ec2cf05eef55bb0e4c2648ec86",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.030",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The converted entity remains the same entity; property stays vested, obligations and liens continue, and pending proceedings may continue.",
      "fetch_event_id": null,
      "pinpoint": "RCW 23B.09.050(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) An entity that has been converted pursuant to this chapter is, for all purposes of the laws of the state of Washington, deemed to be the same entity that existed before the conversion and, unless otherwise agreed or as required under applicable non-Washington law, the converting entity is not required to wind up its affairs or pay its liabilities and distribute its assets, and the conversion is not deemed to constitute a dissolution of the converting entity. (2) When any conversion becomes effective under this chapter: (a) The title to all real estate and other property, both tangible and intangible, owned by the converting entity remains vested in the surviving entity without reversion or impairment; (b) All rights of creditors and all liens upon any property of the converting entity must be preserved unimpaired, and all debts, liabilities, and other obligations of the converting entity continue as obligations of the surviving entity, remain attached to the surviving entity, and may be enforced against it to the same extent as if the debts, liabilities, and other obligations had originally been incurred or contracted by it in its capacity as the surviving entity; (c) An action or proceeding pending by or against the converting entity may be continued by or against the surviving entity as if the conversion had not occurred; (d) Except as prohibited by other law, all of the rights, privileges, immunities, powers, and purposes of the converting entity remain vested in the surviving entity; and (e) Except as otherwise provided in the plan of entity conversion, the terms and conditions of the plan of entity conversion take effect.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/3da886a2b1853ed525d7d0513497d9cf9e497e25ad5fcd1f26207350c33daaba.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3da886a2b1853ed525d7d0513497d9cf9e497e25ad5fcd1f26207350c33daaba",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.050",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "An other entity may convert into a Washington domestic corporation when its organic law permits the conversion and its approval procedure is followed.",
      "fetch_event_id": null,
      "pinpoint": "RCW 23B.09.010(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) An other entity may become a domestic corporation if the entity conversion is permitted by the organic law of the other entity by: (a) Complying with the procedures for the approval of an entity conversion provided in the organic law of the other entity; and (b) Filing articles of entity conversion with the secretary of state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/d70a94a620c33c3acd3d96e2d54752969ee3106811b64064d9c0c3f48a315a64.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d70a94a620c33c3acd3d96e2d54752969ee3106811b64064d9c0c3f48a315a64",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.010",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Washington domestic corporation may convert into an other entity when the other entity's organic law permits the conversion and the statutory approval and filing steps are completed.",
      "fetch_event_id": null,
      "pinpoint": "RCW 23B.09.010(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A domestic corporation may become an other entity pursuant to a plan of entity conversion if the entity conversion is permitted by the organic law of the other entity by: (a) Complying with RCW 23B.09.030; and (b) Filing articles of entity conversion with the secretary of state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/d70a94a620c33c3acd3d96e2d54752969ee3106811b64064d9c0c3f48a315a64.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d70a94a620c33c3acd3d96e2d54752969ee3106811b64064d9c0c3f48a315a64",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.010",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "RCW 23B.09.005(8)",
          "quote": "(8) \"Other entity\" means any association or entity other than a domestic corporation, a domestic or foreign nonprofit corporation, a domestic or foreign mutual corporation or miscellaneous corporation, or a governmental or quasi-governmental organization. The term includes, but is not limited to, foreign corporations, limited partnerships, general partnerships, limited liability partnerships, limited liability companies, joint ventures, joint stock companies, business trusts, and profit unincorporated associations.",
          "role": "operative_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/be6101528c217e20d72c1885e88f466d920c87705e36b87b34db994bccf16fc2.html",
          "source_sha256": "be6101528c217e20d72c1885e88f466d920c87705e36b87b34db994bccf16fc2",
          "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.005"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Washington treats a foreign corporation becoming a domestic corporation as an entity conversion because the defined term “other entity” includes foreign corporations.",
      "fetch_event_id": null,
      "pinpoint": "RCW 23B.09.010(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(2) An other entity may become a domestic corporation if the entity conversion is permitted by the organic law of the other entity by: (a) Complying with the procedures for the approval of an entity conversion provided in the organic law of the other entity; and (b) Filing articles of entity conversion with the secretary of state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/d70a94a620c33c3acd3d96e2d54752969ee3106811b64064d9c0c3f48a315a64.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d70a94a620c33c3acd3d96e2d54752969ee3106811b64064d9c0c3f48a315a64",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.010",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "RCW 23B.09.005(8)",
          "quote": "(8) \"Other entity\" means any association or entity other than a domestic corporation, a domestic or foreign nonprofit corporation, a domestic or foreign mutual corporation or miscellaneous corporation, or a governmental or quasi-governmental organization. The term includes, but is not limited to, foreign corporations, limited partnerships, general partnerships, limited liability partnerships, limited liability companies, joint ventures, joint stock companies, business trusts, and profit unincorporated associations.",
          "role": "operative_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/be6101528c217e20d72c1885e88f466d920c87705e36b87b34db994bccf16fc2.html",
          "source_sha256": "be6101528c217e20d72c1885e88f466d920c87705e36b87b34db994bccf16fc2",
          "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.005"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Washington treats a domestic corporation becoming a foreign corporation as an entity conversion because the defined term “other entity” includes foreign corporations.",
      "fetch_event_id": null,
      "pinpoint": "RCW 23B.09.010(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A domestic corporation may become an other entity pursuant to a plan of entity conversion if the entity conversion is permitted by the organic law of the other entity by: (a) Complying with RCW 23B.09.030; and (b) Filing articles of entity conversion with the secretary of state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/d70a94a620c33c3acd3d96e2d54752969ee3106811b64064d9c0c3f48a315a64.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d70a94a620c33c3acd3d96e2d54752969ee3106811b64064d9c0c3f48a315a64",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.010",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The defined source class includes foreign corporations and the listed partnership, LLC, joint-venture, trust, and profit unincorporated-association forms, subject to the stated exclusions.",
      "fetch_event_id": null,
      "pinpoint": "RCW 23B.09.005(8)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(8) \"Other entity\" means any association or entity other than a domestic corporation, a domestic or foreign nonprofit corporation, a domestic or foreign mutual corporation or miscellaneous corporation, or a governmental or quasi-governmental organization. The term includes, but is not limited to, foreign corporations, limited partnerships, general partnerships, limited liability partnerships, limited liability companies, joint ventures, joint stock companies, business trusts, and profit unincorporated associations.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/be6101528c217e20d72c1885e88f466d920c87705e36b87b34db994bccf16fc2.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "be6101528c217e20d72c1885e88f466d920c87705e36b87b34db994bccf16fc2",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.005",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A domestic corporation may convert to an “other entity,” including a foreign corporation and the listed partnership, LLC, joint-venture, trust, and profit unincorporated-association forms.",
      "fetch_event_id": null,
      "pinpoint": "RCW 23B.09.005(8)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(8) \"Other entity\" means any association or entity other than a domestic corporation, a domestic or foreign nonprofit corporation, a domestic or foreign mutual corporation or miscellaneous corporation, or a governmental or quasi-governmental organization. The term includes, but is not limited to, foreign corporations, limited partnerships, general partnerships, limited liability partnerships, limited liability companies, joint ventures, joint stock companies, business trusts, and profit unincorporated associations.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/be6101528c217e20d72c1885e88f466d920c87705e36b87b34db994bccf16fc2.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "be6101528c217e20d72c1885e88f466d920c87705e36b87b34db994bccf16fc2",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.005",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "official_fee_schedule",
      "display": "The corporate articles-of-conversion filing fee is located in WAC 434-112-085(7)(h); this row states no amount.",
      "fetch_event_id": null,
      "pinpoint": "WAC 434-112-085(7)(h)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Articles of Conversion",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/6981572f444f83190a92106a8c66b4e0607a62704e9d2b5c918cccc55aed6c0d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6981572f444f83190a92106a8c66b4e0607a62704e9d2b5c918cccc55aed6c0d",
      "source_url": "https://app.leg.wa.gov/WAC/default.aspx?cite=434-112-085",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "After approval, articles of entity conversion must be executed and delivered to the secretary of state for filing.",
      "fetch_event_id": null,
      "pinpoint": "RCW 23B.09.040",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) After a plan of entity conversion by a domestic corporation converting into an other entity has been adopted and approved as required by this chapter, articles of entity conversion must be executed on behalf of the domestic corporation by any officer or other duly authorized representative and must be delivered to the secretary of state for filing. (2) After the conversion of an other entity into a domestic corporation has been adopted and approved as required by the organic law of the converting entity, articles of entity conversion must be executed on behalf of the converting entity by any officer or other duly authorized representative and must be delivered to the secretary of state for filing. (3) The articles of entity conversion must set forth: (a) A statement that the converting entity has been converted into the surviving entity; (b) The name and form of the converting entity before conversion; (c) The name and form of the surviving entity after conversion, which must be a name that satisfies the requirements of Article 3 of chapter 23.95 RCW if the surviving entity after conversion is a domestic corporation; (d) Articles of incorporation that comply with RCW 23B.02.020 if the surviving entity after conversion is a domestic corporation; (e) The date the conversion is effective under the organic law of the surviving entity; (f) If the converting entity is a domestic corporation, a statement that the conversion was duly approved by the shareholders of the domestic corporation pursuant to RCW 23B.09.030; (g) If the converting entity is an other entity, a statement that the conversion was duly approved as required by the organic law of the converting entity; and (h) If the surviving entity is a foreign other entity not authorized to transact business in this state: (i) A statement that the surviving entity consents to service of process pursuant to RCW 23.95.450 in a proceeding to enforce any obligation or the rights of dissenting shareholders of the domestic corporation; and (ii) the street and mailing address of the entity's principal office that may be used for service of process under RCW 23.95.450. (4) The articles of entity conversion take effect at the effective time provided in RCW 23.95.210. Articles of entity conversion under subsection (1) or (2) of this section may be combined with any required conversion filing under the organic law of the other entity if the combined filing satisfies the requirements of both this section and the organic law of the other entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/8be925a1d0b9cc00724a5f3b697962828b36dfb0e7f07cbbbfd887aca791e968.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8be925a1d0b9cc00724a5f3b697962828b36dfb0e7f07cbbbfd887aca791e968",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.040",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The conversion must be permitted by the organic law of the other entity.",
      "fetch_event_id": null,
      "pinpoint": "RCW 23B.09.010(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A domestic corporation may become an other entity pursuant to a plan of entity conversion if the entity conversion is permitted by the organic law of the other entity by: (a) Complying with RCW 23B.09.030; and (b) Filing articles of entity conversion with the secretary of state. (2) An other entity may become a domestic corporation if the entity conversion is permitted by the organic law of the other entity by: (a) Complying with the procedures for the approval of an entity conversion provided in the organic law of the other entity; and (b) Filing articles of entity conversion with the secretary of state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/d70a94a620c33c3acd3d96e2d54752969ee3106811b64064d9c0c3f48a315a64.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d70a94a620c33c3acd3d96e2d54752969ee3106811b64064d9c0c3f48a315a64",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.010",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The corporation statute uses “entity conversion” for the transaction, including same-type foreign and domestic corporate moves.",
      "fetch_event_id": null,
      "pinpoint": "RCW 23B.09.010",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) A domestic corporation may become an other entity pursuant to a plan of entity conversion if the entity conversion is permitted by the organic law of the other entity by: (a) Complying with RCW 23B.09.030; and (b) Filing articles of entity conversion with the secretary of state. (2) An other entity may become a domestic corporation if the entity conversion is permitted by the organic law of the other entity by: (a) Complying with the procedures for the approval of an entity conversion provided in the organic law of the other entity; and (b) Filing articles of entity conversion with the secretary of state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/d70a94a620c33c3acd3d96e2d54752969ee3106811b64064d9c0c3f48a315a64.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d70a94a620c33c3acd3d96e2d54752969ee3106811b64064d9c0c3f48a315a64",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.010",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The complete corporate entity-conversion chapter states no tax-clearance, tax-payment, good-standing, or delinquency condition.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/d70a94a620c33c3acd3d96e2d54752969ee3106811b64064d9c0c3f48a315a64.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d70a94a620c33c3acd3d96e2d54752969ee3106811b64064d9c0c3f48a315a64",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.010",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.llc.approvals": {
      "additional_sources": [
        {
          "pinpoint": "RCW 25.15.456",
          "quote": "If a member of a converting limited liability company or constituent limited liability company will have personal liability with respect to a converted organization or surviving organization, then, in addition to the applicable approval requirements in RCW 25.15.441(1) or 25.15.421(1)(a), approval of a plan of conversion or plan of merger must also require the execution, by each such member, of a separate written consent to become subject to such personal liability.",
          "role": "operative_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/84a649eb5c9b9cf04406af07b660db438a8bca40ef53d75a76d8fd399a2acb98.html",
          "source_sha256": "84a649eb5c9b9cf04406af07b660db438a8bca40ef53d75a76d8fd399a2acb98",
          "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.456"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "All members must approve unless a written LLC agreement provides otherwise; a member assuming personal liability must separately consent.",
      "fetch_event_id": null,
      "pinpoint": "RCW 25.15.441",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) Subject to RCW 25.15.456, a plan of conversion must be approved either by all the members of a converting limited liability company or as provided in a written limited liability company agreement. (2) Subject to RCW 25.15.456 and any contractual rights, after a conversion is approved, and at any time before a filing is made under RCW 25.15.446, a converting limited liability company may amend the plan or abandon the planned conversion: (a) As provided in the plan; and (b) Except as prohibited by the plan, by the same approval as was required to approve the plan.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/66aa9bf4d68fca3a780b4967604f62af9ea0261f0b63dd3efc85e441622c66f2.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "66aa9bf4d68fca3a780b4967604f62af9ea0261f0b63dd3efc85e441622c66f2",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.441",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The converted organization is the same entity; property remains vested, obligations continue, and pending proceedings may continue.",
      "fetch_event_id": null,
      "pinpoint": "RCW 25.15.451(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) An organization that has been converted pursuant to this article is for all purposes the same entity that existed before the conversion. (2) When a conversion takes effect: (a) The title to all real estate and other property owned by the converting organization remains vested in the converted organization without reversion or impairment; (b) All debts, liabilities, and other obligations of the converting organization continue as obligations of the converted organization; (c) An action or proceeding pending by or against the converting organization may be continued as if the conversion had not occurred; (d) Except as prohibited by other law, all of the rights, privileges, immunities, powers, and purposes of the converting organization remain vested in the converted organization; (e) Except as otherwise provided in the plan of conversion, the terms and conditions of the plan of conversion take effect; and (f) Except as otherwise agreed, the conversion does not dissolve a converting limited liability company for the purposes of article VIII of this chapter.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/05856c97d46b87814f9a242ddce8c71e89fac864bf5df1399d7d3976e8b4bf5e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "05856c97d46b87814f9a242ddce8c71e89fac864bf5df1399d7d3976e8b4bf5e",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.451",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "An organization other than an LLC may convert into a Washington LLC when its governing statute authorizes and permits the conversion and is followed.",
      "fetch_event_id": null,
      "pinpoint": "RCW 25.15.436(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) An organization other than a limited liability company may convert into a limited liability company, and a limited liability company may convert into an organization pursuant to this section and RCW 25.15.441 through 25.15.451 and a plan of conversion, if: (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 other organization's governing statute; and (c) The other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/b11ce28887f6349b4b7b90f9ef069016b134a986d9396e8dd616064dfd0b60ba.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b11ce28887f6349b4b7b90f9ef069016b134a986d9396e8dd616064dfd0b60ba",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.436",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Washington LLC may convert into an organization when the other organization's governing statute authorizes and permits the conversion and is followed.",
      "fetch_event_id": null,
      "pinpoint": "RCW 25.15.436(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) An organization other than a limited liability company may convert into a limited liability company, and a limited liability company may convert into an organization pursuant to this section and RCW 25.15.441 through 25.15.451 and a plan of conversion, if: (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 other organization's governing statute; and (c) The other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/b11ce28887f6349b4b7b90f9ef069016b134a986d9396e8dd616064dfd0b60ba.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b11ce28887f6349b4b7b90f9ef069016b134a986d9396e8dd616064dfd0b60ba",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.436",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No provision authorizing a foreign LLC to become a Washington LLC was located in the complete LLC Act; the conversion source class excludes LLCs.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/d2b8239077a758f535aed83cc5f2e972b32b7feab3798f610804cc2f739a1a79.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d2b8239077a758f535aed83cc5f2e972b32b7feab3798f610804cc2f739a1a79",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15&full=true",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "RCW 25.15.411(7)",
          "quote": "(7) \"Organization\" means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. The term includes domestic and foreign organizations whether or not formed for profit.",
          "role": "operative_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/2565e178cc9870815cabca3578d1ac0a504acbdff3e39d0d78b8b7e9fc7c875d.html",
          "source_sha256": "2565e178cc9870815cabca3578d1ac0a504acbdff3e39d0d78b8b7e9fc7c875d",
          "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.411"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Washington treats a domestic LLC becoming a foreign LLC as a conversion because “organization” includes domestic and foreign LLCs.",
      "fetch_event_id": null,
      "pinpoint": "RCW 25.15.436(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) An organization other than a limited liability company may convert into a limited liability company, and a limited liability company may convert into an organization pursuant to this section and RCW 25.15.441 through 25.15.451 and a plan of conversion, if: (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 other organization's governing statute; and (c) The other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/b11ce28887f6349b4b7b90f9ef069016b134a986d9396e8dd616064dfd0b60ba.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b11ce28887f6349b4b7b90f9ef069016b134a986d9396e8dd616064dfd0b60ba",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.436",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The source class is an organization other than an LLC and includes the stated partnership, business-trust, corporation, and other statutory forms, domestic or foreign.",
      "fetch_event_id": null,
      "pinpoint": "RCW 25.15.411(7)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(7) \"Organization\" means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. The term includes domestic and foreign organizations whether or not formed for profit.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/2565e178cc9870815cabca3578d1ac0a504acbdff3e39d0d78b8b7e9fc7c875d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2565e178cc9870815cabca3578d1ac0a504acbdff3e39d0d78b8b7e9fc7c875d",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.411",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Washington LLC may convert to an organization in the defined class, including a domestic or foreign LLC and the other listed forms.",
      "fetch_event_id": null,
      "pinpoint": "RCW 25.15.411(7)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(7) \"Organization\" means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. The term includes domestic and foreign organizations whether or not formed for profit.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/2565e178cc9870815cabca3578d1ac0a504acbdff3e39d0d78b8b7e9fc7c875d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2565e178cc9870815cabca3578d1ac0a504acbdff3e39d0d78b8b7e9fc7c875d",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.411",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "official_fee_schedule",
      "display": "The LLC articles-of-conversion filing fee is located in WAC 434-112-085(7)(h); this row states no amount.",
      "fetch_event_id": null,
      "pinpoint": "WAC 434-112-085(7)(h)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Articles of Conversion",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/6981572f444f83190a92106a8c66b4e0607a62704e9d2b5c918cccc55aed6c0d.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "6981572f444f83190a92106a8c66b4e0607a62704e9d2b5c918cccc55aed6c0d",
      "source_url": "https://app.leg.wa.gov/WAC/default.aspx?cite=434-112-085",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A converting LLC files articles of conversion; a non-LLC converting into a Washington LLC files a certificate of formation together with articles of conversion.",
      "fetch_event_id": null,
      "pinpoint": "RCW 25.15.446(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) After a plan of conversion is approved, the converting organization must make one of the following filings to complete the conversion: (a) A converting limited liability company must deliver to the secretary of state for filing articles of conversion, which must include: (i) A statement that the limited liability company has been converted into another organization; (ii) The name and form of the converted organization and the jurisdiction of its governing statute; (iii) The date the conversion is effective under the governing statute of the converted organization; (iv) A statement that the conversion was approved as required by this chapter; (v) A statement that the conversion was approved as required by the governing statute of the converted organization; and (vi) If the converted organization is a foreign organization not registered to transact business in this state, the street and mailing address of the converted organization's principal office for the purposes of service of process under RCW 23.95.450; or (b) A converting organization that is not a limited liability company must deliver to the secretary of state for filing a certificate of formation, together with articles of conversion, which must include: (i) A statement that the limited liability company was converted from another organization; (ii) The name and form of the converting organization and the jurisdiction of its governing statute; and (iii) A statement that the conversion was approved in a manner that complied with the converting organization's governing statute.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/64ec75f5934f9ec1ad1b596e45c3311ac45e9d5e88f071f0f6fc52ddc693530e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "64ec75f5934f9ec1ad1b596e45c3311ac45e9d5e88f071f0f6fc52ddc693530e",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.446",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The other organization's governing statute must authorize the conversion, its jurisdiction's law must not prohibit it, and the organization must comply with that statute.",
      "fetch_event_id": null,
      "pinpoint": "RCW 25.15.436(1)(a)-(c)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) An organization other than a limited liability company may convert into a limited liability company, and a limited liability company may convert into an organization pursuant to this section and RCW 25.15.441 through 25.15.451 and a plan of conversion, if: (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 other organization's governing statute; and (c) The other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/b11ce28887f6349b4b7b90f9ef069016b134a986d9396e8dd616064dfd0b60ba.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b11ce28887f6349b4b7b90f9ef069016b134a986d9396e8dd616064dfd0b60ba",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.436",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The LLC statute uses “conversion” for the outbound same-type jurisdiction move reached through its organization definition.",
      "fetch_event_id": null,
      "pinpoint": "RCW 25.15.436(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) An organization other than a limited liability company may convert into a limited liability company, and a limited liability company may convert into an organization pursuant to this section and RCW 25.15.441 through 25.15.451 and a plan of conversion, if: (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 other organization's governing statute; and (c) The other organization complies with its governing statute in effecting the conversion.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/b11ce28887f6349b4b7b90f9ef069016b134a986d9396e8dd616064dfd0b60ba.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "b11ce28887f6349b4b7b90f9ef069016b134a986d9396e8dd616064dfd0b60ba",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.436",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The complete LLC conversion provisions state no tax-clearance, tax-payment, good-standing, or delinquency condition.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/d2b8239077a758f535aed83cc5f2e972b32b7feab3798f610804cc2f739a1a79.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d2b8239077a758f535aed83cc5f2e972b32b7feab3798f610804cc2f739a1a79",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15&full=true",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.lp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "RCW 25.10.796(1)",
          "quote": "(1) If a partner of a converting or constituent limited partnership will have personal liability with respect to a converted or surviving organization, approval and amendment of a plan of conversion or merger are ineffective without the consent of the partner, unless: (a) The limited partnership's partnership agreement provides for the approval of the conversion or merger with the consent of fewer than all the partners; and (b) The partner has consented to the provision of the partnership agreement.",
          "role": "operative_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/fb24865e46922541c6848674a3b3cb5a08677269612d37418d62ada9ee7435cd.html",
          "source_sha256": "fb24865e46922541c6848674a3b3cb5a08677269612d37418d62ada9ee7435cd",
          "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.10.796"
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      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "All partners must consent to a converting limited partnership's plan; a partner facing personal liability must consent unless the statutory partnership-agreement exception applies.",
      "fetch_event_id": null,
      "pinpoint": "RCW 25.10.761",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) Subject to RCW 25.10.796, a plan of conversion must be consented to by all the partners of a converting limited partnership. (2) Subject to RCW 25.10.796 and any contractual rights, after a conversion is approved, and at any time before a filing is made under RCW 25.10.766, a converting limited partnership may amend the plan or abandon the planned conversion: (a) As provided in the plan; and (b) Except as prohibited by the plan, by the same consent as was required to approve the plan.",
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      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/e0fd1fa32a7a9f23654bfb22e6c00381ae5639fe855c71e537897f92f45607db.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "e0fd1fa32a7a9f23654bfb22e6c00381ae5639fe855c71e537897f92f45607db",
      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.10.761",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WA.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The converted organization is the same entity; property remains vested, obligations continue, and pending proceedings may continue.",
      "fetch_event_id": null,
      "pinpoint": "RCW 25.10.771(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) An organization that has been converted pursuant to this article is for all purposes the same entity that existed before the conversion. (2) When a conversion takes effect: (a) The title to all real estate and other property owned by the converting organization remains vested in the converted organization without reversion or impairment; (b) All debts, liabilities, and other obligations of the converting organization continue as obligations of the converted organization; (c) An action or proceeding pending by or against the converting organization may be continued as if the conversion had not occurred; (d) Except as prohibited by other law, all of the rights, privileges, immunities, powers, and purposes of the converting organization remain vested in the converted organization; (e) Except as otherwise provided in the plan of conversion, the terms and conditions of the plan of conversion take effect; and (f) Except as otherwise agreed, the conversion does not dissolve a converting limited partnership for the purposes of article 8 of this chapter.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/01d0145205035afb82e896242f29e1c0ec4420e8a9e0ee83a8a32cf3c16deec7.html",
      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.10.771",
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    "structuring:pp-conversion-domestication#WA.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "An organization other than a limited partnership may convert into a Washington limited partnership when its governing statute authorizes and permits the conversion and is followed.",
      "fetch_event_id": null,
      "pinpoint": "RCW 25.10.756(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) An organization other than a limited partnership may convert into a limited partnership, and a limited partnership may convert into another organization pursuant to this section and RCW 25.10.761 through 25.10.771 and a plan of conversion, if: (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.",
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      "snapshot_resolved": true,
      "source_class": "S1",
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    "structuring:pp-conversion-domestication#WA.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Washington limited partnership may convert into another organization when the other organization's governing statute authorizes and permits the conversion and is followed.",
      "fetch_event_id": null,
      "pinpoint": "RCW 25.10.756(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(1) An organization other than a limited partnership may convert into a limited partnership, and a limited partnership may convert into another organization pursuant to this section and RCW 25.10.761 through 25.10.771 and a plan of conversion, if: (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.",
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      "snapshot_resolved": true,
      "source_class": "S1",
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    "structuring:pp-conversion-domestication#WA.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "No provision authorizing a foreign limited partnership to become a Washington limited partnership was located in the complete act; the conversion source class excludes limited partnerships.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
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      "readiness": "ready",
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      "source_class": "S1",
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    "structuring:pp-conversion-domestication#WA.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "RCW 25.10.751(8)",
          "quote": "(8) \"Organization\" means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. The term includes domestic and foreign organizations whether or not organized for profit.",
          "role": "operative_statute",
          "snapshot_path": "rigs/entity-research/structuring/discovery/WA/snapshots/c50/WA/109e89e1ebba25530a6734de18f7d32b1a823e37834c22d620ff970fe8f38d3a.html",
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      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "Washington treats a domestic limited partnership becoming a foreign limited partnership as a conversion because “organization” includes domestic and foreign limited partnerships.",
      "fetch_event_id": null,
      "pinpoint": "RCW 25.10.756(1)",
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      "publish_status": "publish_ready",
      "quote": "(1) An organization other than a limited partnership may convert into a limited partnership, and a limited partnership may convert into another organization pursuant to this section and RCW 25.10.761 through 25.10.771 and a plan of conversion, if: (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.",
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    "structuring:pp-conversion-domestication#WA.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The source class is an organization other than a limited partnership and includes the stated general-partnership, LLC, business-trust, corporation, and other statutory forms, domestic or foreign.",
      "fetch_event_id": null,
      "pinpoint": "RCW 25.10.751(8)",
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      "quote": "(8) \"Organization\" means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. The term includes domestic and foreign organizations whether or not organized for profit.",
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      "source_class": "S1",
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    "structuring:pp-conversion-domestication#WA.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A Washington limited partnership may convert to another organization in the defined class, including a foreign limited partnership and the other listed forms.",
      "fetch_event_id": null,
      "pinpoint": "RCW 25.10.751(8)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(8) \"Organization\" means a general partnership, including a limited liability partnership; limited partnership, including a limited liability limited partnership; limited liability company; business trust; corporation; or any other person having a governing statute. The term includes domestic and foreign organizations whether or not organized for profit.",
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    "structuring:pp-conversion-domestication#WA.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "official_fee_schedule",
      "display": "The limited-partnership articles-of-conversion filing fee is located in WAC 434-112-085(7)(h); this row states no amount.",
      "fetch_event_id": null,
      "pinpoint": "WAC 434-112-085(7)(h)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Articles of Conversion",
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      "source_url": "https://app.leg.wa.gov/WAC/default.aspx?cite=434-112-085",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#WA.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "A converting limited partnership files articles of conversion; another organization converting into a Washington limited partnership files a certificate of limited partnership.",
      "fetch_event_id": null,
      "pinpoint": "RCW 25.10.766(1)",
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      "publish_status": "publish_ready",
      "quote": "(1) After a plan of conversion is approved: (a) A converting limited partnership shall deliver to the secretary of state for filing articles of conversion, which must include: (i) A statement that the limited partnership has been converted into another organization; (ii) The name and form of the organization and the jurisdiction of its governing statute; (iii) The date the conversion is effective under the governing statute of the converted organization; (iv) A statement that the conversion was approved as required by this chapter; (v) A statement that the conversion was approved as required by the governing statute of the converted organization; and (vi) If the converted organization is a foreign organization not registered to transact business in this state, the street and mailing address of the organization's principal office that may be used for service of process under RCW 23.95.450; and (b) If the converting organization is not a converting limited partnership, the converting organization shall deliver to the secretary of state for filing a certificate of limited partnership, which must include, in addition to the information required by RCW 25.10.201: (i) A statement that the limited partnership was converted from another organization; (ii) The name and form of the organization and the jurisdiction of its governing statute; and (iii) A statement that the conversion was approved in a manner that complied with the organization's governing statute.",
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    "structuring:pp-conversion-domestication#WA.lp.paired_jurisdiction_authorization": {
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      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The other organization's governing statute must authorize the conversion, its jurisdiction's law must not prohibit it, and the organization must comply with that statute.",
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      "pinpoint": "RCW 25.10.756(1)(a)-(c)",
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      "quote": "(1) An organization other than a limited partnership may convert into a limited partnership, and a limited partnership may convert into another organization pursuant to this section and RCW 25.10.761 through 25.10.771 and a plan of conversion, if: (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.",
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      "source_class": "S1",
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    "structuring:pp-conversion-domestication#WA.lp.redomiciliation_term_used": {
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      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The limited partnership statute uses “conversion” for the outbound same-type jurisdiction move reached through its organization definition.",
      "fetch_event_id": null,
      "pinpoint": "RCW 25.10.756(1)",
      "public_reason": null,
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      "quote": "(1) An organization other than a limited partnership may convert into a limited partnership, and a limited partnership may convert into another organization pursuant to this section and RCW 25.10.761 through 25.10.771 and a plan of conversion, if: (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.",
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    "structuring:pp-conversion-domestication#WA.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_statute",
      "display": "The complete limited-partnership conversion provisions state no tax-clearance, tax-payment, good-standing, or delinquency condition.",
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      "source_class": "S1",
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      "source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.10&full=true",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.corp.approvals": {
      "additional_sources": [
        {
          "pinpoint": "Wis. Stat. § 180.1161(1)(b)",
          "quote": "180.1161(1)(b) (b) In addition to satisfying any applicable requirements of the governing law of the converting entity and that relate to the submission and approval of a plan of conversion, the domestic corporation shall comply with the procedures that govern a plan of merger under ss. 180.11031 and 180.11032 for the submission and approval of a plan of conversion.",
          "role": "conversion_cross_reference",
          "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/c0c2fcbcc33990cd7a4274ff7cf530703c68aa19e380dbf607b7e1304a9d39b2.html",
          "source_sha256": "c0c2fcbcc33990cd7a4274ff7cf530703c68aa19e380dbf607b7e1304a9d39b2",
          "source_url": "https://docs.legis.wisconsin.gov/document/statutes/180.1161"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "The board approves; when shareholder approval is required, each voting group approves by the stated majority, subject to the statutory exceptions.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. §§ 180.11031(1), 180.11032, complete incorporated approval procedure",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "180.11031(1) (1) Subject to the governing law of each constituent, acquiring, or acquired entity, a plan of merger or interest exchange must be approved by a vote or consent of the board of directors of each domestic corporation that is a constituent entity and, if required by s. 180.11032 (1) , its shareholders. […] 180.11032(1) (1) Submit to shareholders. After a plan of merger or interest exchange is approved, the board of directors of each domestic corporation that is party to the merger, and the board of directors of the domestic corporation whose shares will be acquired in the interest exchange, shall submit the plan of merger, except as provided in sub. (5) and s. 180.11045 (2) , or interest exchange for approval by its shareholders. 180.11032(2) (2) Meeting notice. A domestic corporation shall notify each shareholder, whether or not entitled to vote, of the proposed shareholders’ meeting in accordance with s. 180.0705 , except that the notice shall be given at least 20 days before the meeting date. The notice shall also state that the purpose, or one of the purposes, of the meeting is to consider the plan of merger or interest exchange and shall contain or be accompanied by a copy or summary of the plan. 180.11032(3) (3) Required vote. Unless this chapter, the articles of incorporation or bylaws adopted under authority granted in the articles of incorporation require a greater vote or a vote by voting groups, the plan of merger or interest exchange to be authorized shall be approved by each voting group entitled to vote separately on the plan by a majority of all the votes entitled to be cast on the plan by that voting group. 180.11032(4) (4) Separate voting by voting groups. Separate voting by voting groups is required on any of the following: 180.11032(4)(a) (a) A plan of merger if the plan contains a provision that, if contained in a proposed amendment to articles of incorporation, would require action by one or more separate voting groups on the proposed amendment under s. 180.1004 , except as provided in s. 180.1707 . 180.11032(4)(b) (b) A plan of interest exchange by each class or series of shares of the domestic corporation included in the exchange, with each class or series constituting a separate voting group. 180.11032(5) (5) When shareholder approval of merger not required. 180.11032(5)(a) (a) In this subsection: 180.11032(5)(a)1. 1. “Participating shares” means shares that entitle their holders to participate, without limitation, in distributions. 180.11032(5)(a)2. 2. “Voting shares” means shares that entitle their holders to vote unconditionally in elections of directors. 180.11032(5)(b) (b) Action by the shareholders of the surviving domestic corporation on a plan of merger is not required if all of the following conditions are satisfied: 180.11032(5)(b)1. 1. The articles of incorporation of the surviving domestic corporation will not differ, except for amendments enumerated in s. 180.1002 , from its articles of incorporation before the merger. 180.11032(5)(b)2. 2. Each shareholder of the surviving domestic corporation whose shares were outstanding immediately before the effective date of the merger will hold the same number of shares, with identical designations, preferences, limitations and relative rights, immediately after. 180.11032(5)(b)3. 3. The number of voting shares outstanding immediately after the merger, plus the number of voting shares issuable as a result of the merger, either by the conversion of securities issued pursuant to the merger or the exercise of rights or warrants issued pursuant to the merger, will not exceed by more than 20 percent the total number of voting shares of the surviving domestic corporation outstanding immediately before the merger. 180.11032(5)(b)4. 4. The number of participating shares outstanding immediately after the merger, plus the number of participating shares issuable as a result of the merger, either by the conversion of securities issued pursuant to the merger or the exercise of rights or warrants issued pursuant to the merger, will not exceed by more than 20 percent the total number of participating shares of the surviving domestic corporation outstanding immediately before the merger.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/9b0ee3f9742f5b96d13aeef497138e36dcf585442fe7a0a77fb9f9831738b8d5.html",
      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/180.11031",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "The converted entity is the same entity; property and liabilities continue, pending proceedings may continue, and dissolution is avoided as stated.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 180.1161(4), complete effects subsection, and (6)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "180.1161(4) (4) When a conversion is effective, all of the following apply: 180.1161(4)(a) (a) 180.1161(4)(a)1. 1. The converting entity continues its existence in the form of the converted entity and is the same entity that existed before the conversion, except that the converting entity is no longer subject to the governing law that applied prior to the conversion and is subject to the governing law of the converted entity. 180.1161(4)(a)2. 2. 180.1161(4)(a)2.a. a. Except as provided in this subdivision, no interest holder shall have interest holder liability with respect to the converting or converted entity. 180.1161(4)(a)2.b. b. If, under the governing law of the converting entity, one or more of the interest holders thereof had interest holder liability prior to the conversion with respect to the converting entity, such interest holder or holders shall continue to have such liability and any associated contribution and other rights to the extent provided in such governing law with respect to the debts, obligations, and other liabilities of the converting entity that accrued during the period or periods in which such interest holder or holders had such interest holder liability. 180.1161(4)(a)2.c. c. If, under the governing law of the converted entity, one or more of the interest holders thereof will have interest holder liability after the conversion with respect to the converted entity, such interest holder or holders will have such liability and any associated contribution and other rights to the extent provided in such governing law with respect to the debts, obligations, and other liabilities of the converted entity that accrue after the conversion. 180.1161(4)(a)2.d. d. This subdivision does not affect liability under any taxation laws. 180.1161(4)(b) (b) The converted entity has all debts, obligations, and other liabilities of the converting entity. 180.1161(4)(c) (c) The title to all property owned by the converting entity is vested in the converted entity without transfer, reversion, or impairment. 180.1161(4)(d) (d) The organizational documents of the converted entity are as provided in the plan of conversion and, to the extent such organizational documents are to be reflected in a public record, as provided in the articles of conversion. 180.1161(4)(e) (e) All other provisions of the plan of conversion apply. 180.1161(4)(f) (f) The interests of the converting entity that are to be converted into interests, securities, or obligations of the surviving entity, rights to acquire such interests or securities, money, other property, or any combination of the foregoing, are converted as provided in the plan of conversion, and the former interest holders of the converting entity are entitled only to the rights provided in the plan of conversion or to their rights, if any, under ss. 178.1161 , 179.1161 , 180.0301 to 180.1331 , 181.1180 , or 183.1061 or otherwise under the governing law of the converting entity. All other terms and conditions of the conversion also take effect. 180.1161(4)(g) (g) Except as prohibited by other law or as otherwise provided in the articles and plan of conversion, all of the rights, privileges, immunities, powers, and purposes of the converting entity vest in the converted entity. 180.1161(4)(h) (h) Except as otherwise provided in the articles and plan of conversion, if the converting entity is a partnership, limited liability company, or other entity subject to dissolution under its governing law, the conversion does not dissolve the converting entity for the purposes of its governing law. […] 180.1161(6) (6) Any civil, criminal, administrative, or investigatory proceeding that is pending by or against the converting entity may be continued as if the conversion did not occur, or the converted entity may be substituted in the proceeding for the converting entity.",
      "readiness": "ready",
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      "rendered": "value",
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      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/180.1161",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A foreign or domestic entity other than a Wisconsin corporation may convert to one when source law permits and the definition, plan, approval, and filing rules are met.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 180.1161(2)-(3), (5)",
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      "publish_status": "publish_ready",
      "quote": "180.1161(2)(a) (a) A foreign or domestic entity, other than a domestic corporation, may convert to a domestic corporation pursuant to this section and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the converted entity will satisfy the definition of a corporation under this chapter immediately after the conversion.",
      "readiness": "ready",
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      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/180.1161",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.corp.conversion_authorization_posture.outbound": {
      "additional_sources": [
        {
          "pinpoint": "Wis. Stat. §§ 180.11031(1), 180.11032, complete approval procedure",
          "quote": "180.11031(1) (1) Subject to the governing law of each constituent, acquiring, or acquired entity, a plan of merger or interest exchange must be approved by a vote or consent of the board of directors of each domestic corporation that is a constituent entity and, if required by s. 180.11032 (1) , its shareholders. […] 180.11032(1) (1) Submit to shareholders. After a plan of merger or interest exchange is approved, the board of directors of each domestic corporation that is party to the merger, and the board of directors of the domestic corporation whose shares will be acquired in the interest exchange, shall submit the plan of merger, except as provided in sub. (5) and s. 180.11045 (2) , or interest exchange for approval by its shareholders. 180.11032(2) (2) Meeting notice. A domestic corporation shall notify each shareholder, whether or not entitled to vote, of the proposed shareholders’ meeting in accordance with s. 180.0705 , except that the notice shall be given at least 20 days before the meeting date. The notice shall also state that the purpose, or one of the purposes, of the meeting is to consider the plan of merger or interest exchange and shall contain or be accompanied by a copy or summary of the plan. 180.11032(3) (3) Required vote. Unless this chapter, the articles of incorporation or bylaws adopted under authority granted in the articles of incorporation require a greater vote or a vote by voting groups, the plan of merger or interest exchange to be authorized shall be approved by each voting group entitled to vote separately on the plan by a majority of all the votes entitled to be cast on the plan by that voting group. 180.11032(4) (4) Separate voting by voting groups. Separate voting by voting groups is required on any of the following: 180.11032(4)(a) (a) A plan of merger if the plan contains a provision that, if contained in a proposed amendment to articles of incorporation, would require action by one or more separate voting groups on the proposed amendment under s. 180.1004 , except as provided in s. 180.1707 . 180.11032(4)(b) (b) A plan of interest exchange by each class or series of shares of the domestic corporation included in the exchange, with each class or series constituting a separate voting group. 180.11032(5) (5) When shareholder approval of merger not required. 180.11032(5)(a) (a) In this subsection: 180.11032(5)(a)1. 1. “Participating shares” means shares that entitle their holders to participate, without limitation, in distributions. 180.11032(5)(a)2. 2. “Voting shares” means shares that entitle their holders to vote unconditionally in elections of directors. 180.11032(5)(b) (b) Action by the shareholders of the surviving domestic corporation on a plan of merger is not required if all of the following conditions are satisfied: 180.11032(5)(b)1. 1. The articles of incorporation of the surviving domestic corporation will not differ, except for amendments enumerated in s. 180.1002 , from its articles of incorporation before the merger. 180.11032(5)(b)2. 2. Each shareholder of the surviving domestic corporation whose shares were outstanding immediately before the effective date of the merger will hold the same number of shares, with identical designations, preferences, limitations and relative rights, immediately after. 180.11032(5)(b)3. 3. The number of voting shares outstanding immediately after the merger, plus the number of voting shares issuable as a result of the merger, either by the conversion of securities issued pursuant to the merger or the exercise of rights or warrants issued pursuant to the merger, will not exceed by more than 20 percent the total number of voting shares of the surviving domestic corporation outstanding immediately before the merger. 180.11032(5)(b)4. 4. The number of participating shares outstanding immediately after the merger, plus the number of participating shares issuable as a result of the merger, either by the conversion of securities issued pursuant to the merger or the exercise of rights or warrants issued pursuant to the merger, will not exceed by more than 20 percent the total number of participating shares of the surviving domestic corporation outstanding immediately before the merger.",
          "role": "incorporated_approval_procedure",
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          "source_sha256": "9b0ee3f9742f5b96d13aeef497138e36dcf585442fe7a0a77fb9f9831738b8d5",
          "source_url": "https://docs.legis.wisconsin.gov/document/statutes/180.11031"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A Wisconsin corporation may convert to another domestic entity type or any foreign entity type when both governing laws permit and the statutory procedures are met.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 180.1161(1), (3), (5)",
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      "quote": "180.1161(1)(a) (a) A domestic corporation may convert to another type of domestic entity, or to any type of foreign entity, pursuant to this section and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the governing law that is to apply to the converted entity.",
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      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/180.1161",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.corp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Wis. Stat. § 180.0103(8)",
          "quote": "180.0103(8) (8) “Entity” means a person other than an individual and includes a domestic corporation; a foreign corporation; a limited liability company; a nonprofit or nonstock corporation; a limited partnership; a partnership; a general cooperative association; a limited cooperative association; a profit or nonprofit unincorporated association; a statutory trust; a business trust; a business trust or common-law business trust; an estate; a trust; an association, joint venture, public corporation, government or governmental subdivision, agency, or instrumentality; or any other legal or commercial entity.",
          "role": "foreign_corporation_eligibility_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/1c3e398c2bdfeec3860d3046b99436929e5f9a0b2f7bb0afc40166707fe177bd.html",
          "source_sha256": "1c3e398c2bdfeec3860d3046b99436929e5f9a0b2f7bb0afc40166707fe177bd",
          "source_url": "https://docs.legis.wisconsin.gov/document/statutes/180.0103"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A foreign corporation may become a Wisconsin corporation through the statute's conversion procedure when source law and the stated requirements are satisfied.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 180.1161(2)-(5)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "180.1161(2)(a) (a) A foreign or domestic entity, other than a domestic corporation, may convert to a domestic corporation pursuant to this section and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the converted entity will satisfy the definition of a corporation under this chapter immediately after the conversion.",
      "readiness": "ready",
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      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/180.1161",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.corp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Wis. Stat. § 180.0103(8)",
          "quote": "180.0103(8) (8) “Entity” means a person other than an individual and includes a domestic corporation; a foreign corporation; a limited liability company; a nonprofit or nonstock corporation; a limited partnership; a partnership; a general cooperative association; a limited cooperative association; a profit or nonprofit unincorporated association; a statutory trust; a business trust; a business trust or common-law business trust; an estate; a trust; an association, joint venture, public corporation, government or governmental subdivision, agency, or instrumentality; or any other legal or commercial entity.",
          "role": "foreign_corporation_eligibility_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/1c3e398c2bdfeec3860d3046b99436929e5f9a0b2f7bb0afc40166707fe177bd.html",
          "source_sha256": "1c3e398c2bdfeec3860d3046b99436929e5f9a0b2f7bb0afc40166707fe177bd",
          "source_url": "https://docs.legis.wisconsin.gov/document/statutes/180.0103"
        },
        {
          "pinpoint": "Wis. Stat. §§ 180.11031(1), 180.11032, complete approval procedure",
          "quote": "180.11031(1) (1) Subject to the governing law of each constituent, acquiring, or acquired entity, a plan of merger or interest exchange must be approved by a vote or consent of the board of directors of each domestic corporation that is a constituent entity and, if required by s. 180.11032 (1) , its shareholders. […] 180.11032(1) (1) Submit to shareholders. After a plan of merger or interest exchange is approved, the board of directors of each domestic corporation that is party to the merger, and the board of directors of the domestic corporation whose shares will be acquired in the interest exchange, shall submit the plan of merger, except as provided in sub. (5) and s. 180.11045 (2) , or interest exchange for approval by its shareholders. 180.11032(2) (2) Meeting notice. A domestic corporation shall notify each shareholder, whether or not entitled to vote, of the proposed shareholders’ meeting in accordance with s. 180.0705 , except that the notice shall be given at least 20 days before the meeting date. The notice shall also state that the purpose, or one of the purposes, of the meeting is to consider the plan of merger or interest exchange and shall contain or be accompanied by a copy or summary of the plan. 180.11032(3) (3) Required vote. Unless this chapter, the articles of incorporation or bylaws adopted under authority granted in the articles of incorporation require a greater vote or a vote by voting groups, the plan of merger or interest exchange to be authorized shall be approved by each voting group entitled to vote separately on the plan by a majority of all the votes entitled to be cast on the plan by that voting group. 180.11032(4) (4) Separate voting by voting groups. Separate voting by voting groups is required on any of the following: 180.11032(4)(a) (a) A plan of merger if the plan contains a provision that, if contained in a proposed amendment to articles of incorporation, would require action by one or more separate voting groups on the proposed amendment under s. 180.1004 , except as provided in s. 180.1707 . 180.11032(4)(b) (b) A plan of interest exchange by each class or series of shares of the domestic corporation included in the exchange, with each class or series constituting a separate voting group. 180.11032(5) (5) When shareholder approval of merger not required. 180.11032(5)(a) (a) In this subsection: 180.11032(5)(a)1. 1. “Participating shares” means shares that entitle their holders to participate, without limitation, in distributions. 180.11032(5)(a)2. 2. “Voting shares” means shares that entitle their holders to vote unconditionally in elections of directors. 180.11032(5)(b) (b) Action by the shareholders of the surviving domestic corporation on a plan of merger is not required if all of the following conditions are satisfied: 180.11032(5)(b)1. 1. The articles of incorporation of the surviving domestic corporation will not differ, except for amendments enumerated in s. 180.1002 , from its articles of incorporation before the merger. 180.11032(5)(b)2. 2. Each shareholder of the surviving domestic corporation whose shares were outstanding immediately before the effective date of the merger will hold the same number of shares, with identical designations, preferences, limitations and relative rights, immediately after. 180.11032(5)(b)3. 3. The number of voting shares outstanding immediately after the merger, plus the number of voting shares issuable as a result of the merger, either by the conversion of securities issued pursuant to the merger or the exercise of rights or warrants issued pursuant to the merger, will not exceed by more than 20 percent the total number of voting shares of the surviving domestic corporation outstanding immediately before the merger. 180.11032(5)(b)4. 4. The number of participating shares outstanding immediately after the merger, plus the number of participating shares issuable as a result of the merger, either by the conversion of securities issued pursuant to the merger or the exercise of rights or warrants issued pursuant to the merger, will not exceed by more than 20 percent the total number of participating shares of the surviving domestic corporation outstanding immediately before the merger.",
          "role": "incorporated_approval_procedure",
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          "source_url": "https://docs.legis.wisconsin.gov/document/statutes/180.11031"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A Wisconsin corporation may become a foreign corporation through conversion when destination law and the stated plan, approval, and filing requirements are satisfied.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 180.1161(1), (3)-(5)",
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      "publish_status": "publish_ready",
      "quote": "180.1161(1)(a) (a) A domestic corporation may convert to another type of domestic entity, or to any type of foreign entity, pursuant to this section and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the governing law that is to apply to the converted entity.",
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    },
    "structuring:pp-conversion-domestication#WI.corp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Wis. Stat. § 180.1161(2)(a)",
          "quote": "180.1161(2)(a) (a) A foreign or domestic entity, other than a domestic corporation, may convert to a domestic corporation pursuant to this section and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the converted entity will satisfy the definition of a corporation under this chapter immediately after the conversion.",
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        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "defined_eligibility_class",
      "display": "The inbound class is any listed entity other than a Wisconsin corporation; the statutory entity definition expressly includes a foreign corporation.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 180.0103(8), complete entity definition",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "180.0103(8) (8) “Entity” means a person other than an individual and includes a domestic corporation; a foreign corporation; a limited liability company; a nonprofit or nonstock corporation; a limited partnership; a partnership; a general cooperative association; a limited cooperative association; a profit or nonprofit unincorporated association; a statutory trust; a business trust; a business trust or common-law business trust; an estate; a trust; an association, joint venture, public corporation, government or governmental subdivision, agency, or instrumentality; or any other legal or commercial entity.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/1c3e398c2bdfeec3860d3046b99436929e5f9a0b2f7bb0afc40166707fe177bd.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "1c3e398c2bdfeec3860d3046b99436929e5f9a0b2f7bb0afc40166707fe177bd",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/180.0103",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.corp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Wis. Stat. § 180.1161(1)(a)",
          "quote": "180.1161(1)(a) (a) A domestic corporation may convert to another type of domestic entity, or to any type of foreign entity, pursuant to this section and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the governing law that is to apply to the converted entity.",
          "role": "operative_target_class",
          "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/c0c2fcbcc33990cd7a4274ff7cf530703c68aa19e380dbf607b7e1304a9d39b2.html",
          "source_sha256": "c0c2fcbcc33990cd7a4274ff7cf530703c68aa19e380dbf607b7e1304a9d39b2",
          "source_url": "https://docs.legis.wisconsin.gov/document/statutes/180.1161"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "defined_eligibility_class",
      "display": "A Wisconsin corporation may convert to another domestic entity type or any foreign entity type; the entity definition includes a foreign corporation.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 180.0103(8), complete entity definition",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "180.0103(8) (8) “Entity” means a person other than an individual and includes a domestic corporation; a foreign corporation; a limited liability company; a nonprofit or nonstock corporation; a limited partnership; a partnership; a general cooperative association; a limited cooperative association; a profit or nonprofit unincorporated association; a statutory trust; a business trust; a business trust or common-law business trust; an estate; a trust; an association, joint venture, public corporation, government or governmental subdivision, agency, or instrumentality; or any other legal or commercial entity.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/1c3e398c2bdfeec3860d3046b99436929e5f9a0b2f7bb0afc40166707fe177bd.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "1c3e398c2bdfeec3860d3046b99436929e5f9a0b2f7bb0afc40166707fe177bd",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/180.0103",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.corp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "official_fee_locator",
      "display": "The filing-fee locator for corporate articles of conversion is Wis. Stat. § 180.0122(1m)(yr).",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 180.0122(1m)(yr)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "180.0122(1m)(yr) (yr) Articles of conversion, $150.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/fd7e757ba67db799b2dfc245973c6cb4f10504930ddcda9c6a01ffe5e08711b0.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "fd7e757ba67db799b2dfc245973c6cb4f10504930ddcda9c6a01ffe5e08711b0",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/180.0122",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.corp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Wis. Stat. § 180.1174(1), complete filing requirement",
          "quote": "180.1174(1) (1) After the domesticating entity has approved a plan of domestication in accordance with its governing law, the domesticating entity shall deliver, or cause to be delivered, to the department for filing articles of domestication setting forth all of the following: 180.1174(1)(a) (a) The name, type of entity, and governing law of the domesticating entity. 180.1174(1)(b) (b) The name, type of entity, and governing law of the domesticated entity. 180.1174(1)(c) (c) A statement that a plan of domestication has been approved and adopted by the domesticating entity in accordance with its governing law. 180.1174(1)(d) (d) Any amendments to the organizational documents of the domesticating entity and any organizational documents of the domesticated entity under s. 180.1172 (1) (d) that are to be in a public record under their respective governing laws. 180.1174(1)(e) (e) A statement that the plan of domestication is on file at the principal office of the domesticated entity. 180.1174(1)(f) (f) A statement that upon request the domesticated entity will provide a copy of the plan of domestication to any person that was an interest holder in the domesticating entity at the time of the domestication.",
          "role": "domestication_instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/5f8d8abd7c5c8e66dd264eef5762facbf67443e2acc2535490b4a74c4a780442.html",
          "source_sha256": "5f8d8abd7c5c8e66dd264eef5762facbf67443e2acc2535490b4a74c4a780442",
          "source_url": "https://docs.legis.wisconsin.gov/document/statutes/180.1171"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "Chapter 180 uses a plan and articles of conversion for conversion, and a plan and articles of domestication for domestication.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 180.1161(5)(am), complete filing requirement",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "180.1161(5)(am) (am) After the converting entity has approved a plan of conversion in accordance with its governing law, the converting entity shall deliver, or cause to be delivered, to the department for filing articles of conversion that include all of the following: 180.1161(5)(am)1. 1. The name, type of entity, and governing law of the converting entity. 180.1161(5)(am)2. 2. The name, type of entity, and governing law of the converted entity. 180.1161(5)(am)3. 3. A statement that the plan of conversion was approved and approved in accordance with its governing law. 180.1161(5)(am)4. 4. Any organizational documents of the converted entity that are to be in a public record under its governing law. 180.1161(5)(am)5. 5. A statement that the plan of conversion is on file at the principal office of the converted entity. 180.1161(5)(am)6. 6. A statement that upon request the converted entity will provide a copy of the plan of conversion to any interest holder of the converting entity.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/c0c2fcbcc33990cd7a4274ff7cf530703c68aa19e380dbf607b7e1304a9d39b2.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c0c2fcbcc33990cd7a4274ff7cf530703c68aa19e380dbf607b7e1304a9d39b2",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/180.1161",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "Outbound conversion requires both governing laws to permit it; inbound conversion requires permission under the converting entity's governing law.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 180.1161(1)(a), (2)(a)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "180.1161(1)(a) (a) A domestic corporation may convert to another type of domestic entity, or to any type of foreign entity, pursuant to this section and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the governing law that is to apply to the converted entity. […] 180.1161(2)(a) (a) A foreign or domestic entity, other than a domestic corporation, may convert to a domestic corporation pursuant to this section and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the converted entity will satisfy the definition of a corporation under this chapter immediately after the conversion.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/c0c2fcbcc33990cd7a4274ff7cf530703c68aa19e380dbf607b7e1304a9d39b2.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "c0c2fcbcc33990cd7a4274ff7cf530703c68aa19e380dbf607b7e1304a9d39b2",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/180.1161",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "Chapter 180 uses “conversion” for same-type foreign moves and “domestication” for its separate dual-status non-U.S. procedure.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 180.1100(1m), (1w)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "180.1100(1m) (1m) “Conversion” means a transaction authorized by s. 180.1161 . […] 180.1100(1w) (1w) “Domestication” means a transaction authorized by ss. 180.1171 to 180.1175 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/ae4b4dbc12161dba0b8498522f43c6b02a3fbf759bde9c474df59a732a6426f5.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "ae4b4dbc12161dba0b8498522f43c6b02a3fbf759bde9c474df59a732a6426f5",
      "source_url": "https://docs.legis.wisconsin.gov/statutes/statutes/180/xi",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "negative_full_text_search",
      "display": "Chapter 180 states no tax-clearance, tax-payment, or good-standing precondition for conversion or domestication.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/3675fbf9ae4de41eb5b4956d9640e19a50a2076a2a78ccc5a9b1f1da39c87024.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "3675fbf9ae4de41eb5b4956d9640e19a50a2076a2a78ccc5a9b1f1da39c87024",
      "source_url": "https://docs.legis.wisconsin.gov/statutes/statutes/180.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "All members approve a Wisconsin LLC's outbound plan; an inbound plan is approved under the converting entity's governing law.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 183.1043(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "183.1043(1) (1) Subject to s. 183.1061 , a plan of conversion must be approved by all the members of a converting domestic limited liability company. A plan of conversion into a converted domestic limited liability company must be approved pursuant to the governing law of the converting entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/09a6d1710dd097ac2f00f4b178727ee5f5e502bcc4dfe947031a82fe2b95b095.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "09a6d1710dd097ac2f00f4b178727ee5f5e502bcc4dfe947031a82fe2b95b095",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1041",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "The converted entity is the same entity; property vests without transfer, liabilities continue, proceedings may continue, and dissolution is avoided as stated.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 183.1045(1), complete effects subsection",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "183.1045(1) (1) When a conversion becomes effective, all of the following apply: 183.1045(1)(a) (a) The converting entity continues its existence in the form of the converted entity and is the same entity that existed before the conversion, except that the converting entity is no longer subject to the governing law that applied prior to the conversion and is subject to the governing law of the converted entity. 183.1045(1)(am) (am) 183.1045(1)(am)1. 1. Except as provided in this paragraph, no interest holder shall have interest holder liability with respect to the converting or converted entity. 183.1045(1)(am)2. 2. If, under the governing law of the converting entity, one or more of the interest holders thereof had interest holder liability prior to the conversion with respect to the converting entity, such interest holder or holders shall continue to have such liability and any associated contribution and other rights to the extent provided in such governing law with respect to the debts, obligations, and other liabilities of the converting entity that accrued during the period or periods in which such interest holder or holders had such interest holder liability. 183.1045(1)(am)3. 3. If, under the governing law of the converted entity, one or more of the interest holders thereof will have interest holder liability after the conversion with respect to the converted entity, such interest holder or holders will have such liability and any associated contribution and other rights to the extent provided in such governing law with respect to the debts, obligations, and other liabilities of the converted entity that accrue after the conversion. 183.1045(1)(am)4. 4. This paragraph does not affect liability under any taxation laws. 183.1045(1)(b) (b) The title to all property owned by the converting entity is vested in the converted entity without transfer, reversion, or impairment. 183.1045(1)(c) (c) The converted entity has all debts, obligations, and other liabilities of the converting entity. 183.1045(1)(d) (d) A civil, criminal, or administrative proceeding pending by or against the converting entity may be continued as if the conversion did not occur, or the converted entity may be substituted in the proceeding for the converting entity. 183.1045(1)(e) (e) The organizational documents of the converted entity are as provided in the plan of conversion and, to the extent such organizational documents are to be reflected in a public record, as provided in the articles of conversion. 183.1045(1)(f) (f) The interests of the converting entity that are to be converted into interests, securities, or obligations of the surviving entity, rights to acquire such interests or securities, money, other property, or any combination of the foregoing, are converted as provided in the plan of conversion, and the former interest holders of the converting entity are entitled only to the rights provided in the plan of conversion or to their rights, if any, under ss. 178.1161 , 179.1161 , 180.0301 to 180.1331 , 181.1180 , and 183.1061 , or otherwise under the governing law of the converting entity. All other terms and conditions of the conversion also take effect. 183.1045(1)(g) (g) Except as prohibited by other law or as otherwise provided in the articles and plan of conversion, all of the rights, privileges, immunities, powers, and purposes of the converting entity vest in the converted entity. 183.1045(1)(h) (h) Except as otherwise provided in the articles and plan of conversion, if the converting entity is a partnership, limited liability company, or other entity subject to dissolution under its governing law, the conversion does not dissolve the converting entity for the purposes of its governing law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/09a6d1710dd097ac2f00f4b178727ee5f5e502bcc4dfe947031a82fe2b95b095.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "09a6d1710dd097ac2f00f4b178727ee5f5e502bcc4dfe947031a82fe2b95b095",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1041",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A foreign or domestic entity other than a Wisconsin LLC may convert to a Wisconsin LLC when source law permits and the plan, approval, definition, and filing rules are met.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 183.1041(2); §§ 183.1042-.1044",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "183.1041(2) (2) A foreign or domestic entity, other than a domestic limited liability company, may convert to a domestic limited liability company pursuant to ss. 183.1041 to 183.1045 and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the converted entity will satisfy the definition of a limited liability company under this chapter immediately after the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/09a6d1710dd097ac2f00f4b178727ee5f5e502bcc4dfe947031a82fe2b95b095.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "09a6d1710dd097ac2f00f4b178727ee5f5e502bcc4dfe947031a82fe2b95b095",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1041",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A Wisconsin LLC may convert to another domestic or foreign entity type when both governing laws permit and the plan, approval, and filing requirements are met.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 183.1041(1); §§ 183.1042-.1044",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "183.1041(1) (1) A domestic limited liability company may convert to another type of entity, either domestic or foreign, pursuant to ss. 183.1041 to 183.1045 and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the governing law that is to apply to the converted entity.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/09a6d1710dd097ac2f00f4b178727ee5f5e502bcc4dfe947031a82fe2b95b095.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "09a6d1710dd097ac2f00f4b178727ee5f5e502bcc4dfe947031a82fe2b95b095",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1041",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.llc.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Wis. Stat. § 183.1001(22m)",
          "quote": "183.1001(22m) (22m) “Non-United States entity” means an entity whose governing law is the law of any jurisdiction other than the United States or any state, but does not include an entity that has domesticated under the law of any other state.",
          "role": "non_united_states_entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/af4d9c39642cf895c34b1108af71be5967f91d8db05c3569efb6986aff1d1996.html",
          "source_sha256": "af4d9c39642cf895c34b1108af71be5967f91d8db05c3569efb6986aff1d1996",
          "source_url": "https://docs.legis.wisconsin.gov/statutes/statutes/183/x"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A non-U.S. entity may domesticate as a Wisconsin LLC while retaining its non-U.S. status when both laws permit and the statutory steps are met.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 183.1051; §§ 183.1052-.1054",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic limited liability company may domesticate as a non-United States entity subject to non-United States governing law while continuing to be a domestic limited liability company, and a non-United States entity may domesticate as a domestic limited liability company subject to this chapter while continuing to be an entity subject to its non-United States governing law pursuant to ss. 183.1051 to 183.1055 and a plan of domestication, if the domestication is permitted under the governing law of the domesticating entity and permitted under the governing law of the domesticated entity.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/414effb06a3a3416511ef4fb94c0249b5bc468ffb1cb280154a0ef76db31195a.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "414effb06a3a3416511ef4fb94c0249b5bc468ffb1cb280154a0ef76db31195a",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1051",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.llc.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Wis. Stat. § 183.1001(22m)",
          "quote": "183.1001(22m) (22m) “Non-United States entity” means an entity whose governing law is the law of any jurisdiction other than the United States or any state, but does not include an entity that has domesticated under the law of any other state.",
          "role": "non_united_states_entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/af4d9c39642cf895c34b1108af71be5967f91d8db05c3569efb6986aff1d1996.html",
          "source_sha256": "af4d9c39642cf895c34b1108af71be5967f91d8db05c3569efb6986aff1d1996",
          "source_url": "https://docs.legis.wisconsin.gov/statutes/statutes/183/x"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A Wisconsin LLC may domesticate as a non-U.S. entity while remaining a Wisconsin LLC when both laws permit and the statutory steps are met.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 183.1051; §§ 183.1052-.1054",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic limited liability company may domesticate as a non-United States entity subject to non-United States governing law while continuing to be a domestic limited liability company, and a non-United States entity may domesticate as a domestic limited liability company subject to this chapter while continuing to be an entity subject to its non-United States governing law pursuant to ss. 183.1051 to 183.1055 and a plan of domestication, if the domestication is permitted under the governing law of the domesticating entity and permitted under the governing law of the domesticated entity.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/414effb06a3a3416511ef4fb94c0249b5bc468ffb1cb280154a0ef76db31195a.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "414effb06a3a3416511ef4fb94c0249b5bc468ffb1cb280154a0ef76db31195a",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1051",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.llc.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Wis. Stat. § 183.1041(2)",
          "quote": "183.1041(2) (2) A foreign or domestic entity, other than a domestic limited liability company, may convert to a domestic limited liability company pursuant to ss. 183.1041 to 183.1045 and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the converted entity will satisfy the definition of a limited liability company under this chapter immediately after the conversion.",
          "role": "operative_source_class",
          "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/09a6d1710dd097ac2f00f4b178727ee5f5e502bcc4dfe947031a82fe2b95b095.html",
          "source_sha256": "09a6d1710dd097ac2f00f4b178727ee5f5e502bcc4dfe947031a82fe2b95b095",
          "source_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1041"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "defined_eligibility_class",
      "display": "The inbound class is a foreign or domestic entity other than a Wisconsin LLC; “entity” means a person other than an individual.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 183.0102(4p)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "183.0102(4p) (4p) “Entity” means a person other than an individual.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/2051c0e34b4f714cd405e54087b7cf2d68d7801e73c736dae167c4a18dc5cd5f.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2051c0e34b4f714cd405e54087b7cf2d68d7801e73c736dae167c4a18dc5cd5f",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/183.0102",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.llc.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Wis. Stat. § 183.1041(1)",
          "quote": "183.1041(1) (1) A domestic limited liability company may convert to another type of entity, either domestic or foreign, pursuant to ss. 183.1041 to 183.1045 and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the governing law that is to apply to the converted entity.",
          "role": "operative_target_class",
          "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/09a6d1710dd097ac2f00f4b178727ee5f5e502bcc4dfe947031a82fe2b95b095.html",
          "source_sha256": "09a6d1710dd097ac2f00f4b178727ee5f5e502bcc4dfe947031a82fe2b95b095",
          "source_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1041"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "defined_eligibility_class",
      "display": "A Wisconsin LLC may convert to another entity type, domestic or foreign; “entity” means a person other than an individual.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 183.0102(4p)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "183.0102(4p) (4p) “Entity” means a person other than an individual.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/2051c0e34b4f714cd405e54087b7cf2d68d7801e73c736dae167c4a18dc5cd5f.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "2051c0e34b4f714cd405e54087b7cf2d68d7801e73c736dae167c4a18dc5cd5f",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/183.0102",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.llc.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "official_fee_locator",
      "display": "The filing-fee locator for LLC articles of conversion or domestication is Wis. Stat. § 183.0122(2)(a)11.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 183.0122(2)(a)11",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "183.0122(2)(a)11. 11. Articles of merger, conversion, interest exchange, or domestication, $150.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/8c300a19c55f51afa0dfaf2ac7bad42c3b4f0646a7fcc271165b9f6e976cd19e.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "8c300a19c55f51afa0dfaf2ac7bad42c3b4f0646a7fcc271165b9f6e976cd19e",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/183.0122",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.llc.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Wis. Stat. § 183.1054(1), complete filing requirement",
          "quote": "183.1054(1) (1) After the domesticating entity has approved a plan of domestication in accordance with its governing law, the domesticating entity shall deliver, or cause to be delivered, to the department for filing articles of domestication setting forth all of the following: 183.1054(1)(a) (a) The name, type of entity, and governing law of the domesticating entity. 183.1054(1)(b) (b) The name, type of entity, and governing law of the domesticated entity. 183.1054(1)(c) (c) A statement that a plan of domestication has been approved and adopted by the domesticating entity in accordance with its governing law. 183.1054(1)(d) (d) Any amendments to the organizational documents of the domesticating entity and any organizational documents of the domesticated entity under s. 183.1052 (1) (d) that are to be in a public record under their respective governing laws. 183.1054(1)(e) (e) A statement that the plan of domestication is on file at the principal office of the domesticated entity. 183.1054(1)(f) (f) A statement that upon request the domesticated entity will provide a copy of the plan of domestication to any person that was an interest holder in the domesticating entity at the time of the domestication.",
          "role": "domestication_instrument",
          "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/414effb06a3a3416511ef4fb94c0249b5bc468ffb1cb280154a0ef76db31195a.html",
          "source_sha256": "414effb06a3a3416511ef4fb94c0249b5bc468ffb1cb280154a0ef76db31195a",
          "source_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1051"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "Chapter 183 uses a plan and articles of conversion for conversion, and a plan and articles of domestication for domestication.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 183.1044(1), complete filing requirement",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "183.1044(1) (1) After the converting entity has approved a plan of conversion in accordance with its governing law, the converting entity shall deliver, or cause to be delivered, to the department for filing articles of conversion setting forth all of the following: 183.1044(1)(a) (a) The name, type of entity, and governing law of the converting entity. 183.1044(1)(b) (b) The name, type of entity, and governing law of the converted entity. 183.1044(1)(c) (c) A statement that the plan of conversion has been approved and adopted by the converting entity in accordance with its governing law. 183.1044(1)(d) (d) Any organizational documents of the converted entity that are to be in a public record under its governing law. 183.1044(1)(e) (e) A statement that the plan of conversion is on file at the principal office of the converted entity. 183.1044(1)(f) (f) A statement that upon request the converted entity will provide a copy of the plan of conversion to any person that was an interest holder of the converting entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/09a6d1710dd097ac2f00f4b178727ee5f5e502bcc4dfe947031a82fe2b95b095.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "09a6d1710dd097ac2f00f4b178727ee5f5e502bcc4dfe947031a82fe2b95b095",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1041",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "Outbound conversion requires both governing laws to permit it; inbound conversion requires permission under the converting entity's governing law.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 183.1041(1)-(2)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "183.1041(1) (1) A domestic limited liability company may convert to another type of entity, either domestic or foreign, pursuant to ss. 183.1041 to 183.1045 and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the governing law that is to apply to the converted entity. […] 183.1041(2) (2) A foreign or domestic entity, other than a domestic limited liability company, may convert to a domestic limited liability company pursuant to ss. 183.1041 to 183.1045 and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the converted entity will satisfy the definition of a limited liability company under this chapter immediately after the conversion.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/09a6d1710dd097ac2f00f4b178727ee5f5e502bcc4dfe947031a82fe2b95b095.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "09a6d1710dd097ac2f00f4b178727ee5f5e502bcc4dfe947031a82fe2b95b095",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1041",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "Chapter 183 uses “conversion” for entity-form changes and “domestication” for its dual-status non-U.S. procedure.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 183.1001(3), (10)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "183.1001(3) (3) “Conversion” means a transaction authorized by ss. 183.1041 to 183.1045 . […] 183.1001(10) (10) “Domestication” means a transaction authorized by ss. 183.1051 to 183.1055 .",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/af4d9c39642cf895c34b1108af71be5967f91d8db05c3569efb6986aff1d1996.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "af4d9c39642cf895c34b1108af71be5967f91d8db05c3569efb6986aff1d1996",
      "source_url": "https://docs.legis.wisconsin.gov/statutes/statutes/183/x",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "negative_full_text_search",
      "display": "Chapter 183 states no tax-clearance, tax-payment, or good-standing precondition for conversion or domestication.",
      "fetch_event_id": null,
      "pinpoint": null,
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": null,
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/d1c7e96407abc7bc28afbaa7e828314fae3f6e344cd9d82d484e0270a8c4ab92.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "d1c7e96407abc7bc28afbaa7e828314fae3f6e344cd9d82d484e0270a8c4ab92",
      "source_url": "https://docs.legis.wisconsin.gov/statutes/statutes/183.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "All general partners and partners holding a majority of distribution rights approve an outbound plan; source law governs an inbound plan.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 179.1143(1)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "179.1143(1) (1) 179.1143(1)(a) (a) Subject to s. 179.1161 , a plan of conversion must be approved by a vote or consent of all of the following with respect to a converting domestic limited partnership: 179.1143(1)(a)1. 1. All general partners. 179.1143(1)(a)2. 2. Partners owning a majority of the rights to receive distributions, whether as a general partner, limited partner, or both. 179.1143(1)(b) (b) A plan of conversion into a domestic limited partnership converted entity must be approved pursuant to the governing law of the converting entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/49706722733976d9009df31d1d6b77ca77df1037ee1d80fe16c111df85c8024c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "49706722733976d9009df31d1d6b77ca77df1037ee1d80fe16c111df85c8024c",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/179.1141",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "The converted entity is the same entity; property vests without transfer, liabilities continue, proceedings may continue, and dissolution is avoided as stated.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 179.1145(1), complete effects subsection",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "179.1145(1) (1) When a conversion becomes effective, all of the following apply: 179.1145(1)(a) (a) The converting entity continues its existence in the form of the converted entity and is the same entity that existed before the conversion, except that the converting entity is no longer subject to the governing law that applied prior to the conversion and is subject to the governing law of the converted entity. 179.1145(1)(am) (am) 179.1145(1)(am)1. 1. Except as provided in this paragraph, no interest holder shall have interest holder liability with respect to the converting or converted entity. 179.1145(1)(am)2. 2. If, under the governing law of the converting entity, one or more of the interest holders thereof had interest holder liability prior to the conversion with respect to the converting entity, such interest holder or holders shall continue to have such liability and any associated contribution and other rights to the extent provided in such governing law with respect to the debts, obligations, and other liabilities of the converting entity that accrued during the period or periods in which such interest holder or holders had such interest holder liability. 179.1145(1)(am)3. 3. If, under the governing law of the converted entity, one or more of the interest holders thereof will have interest holder liability after the conversion with respect to the converted entity, such interest holder or holders will have such liability and any associated contribution and other rights to the extent provided in such governing law with respect to the debts, obligations, and other liabilities of the converted entity that accrue after the conversion. 179.1145(1)(am)4. 4. This paragraph does not affect liability under any taxation laws. 179.1145(1)(b) (b) The title to all property owned by the converting entity is vested in the converted entity without transfer, reversion, or impairment. 179.1145(1)(c) (c) The converted entity has all debts, obligations, and other liabilities of the converting entity. 179.1145(1)(d) (d) A civil, criminal, or administrative proceeding pending by or against the converting entity may be continued as if the conversion did not occur, or the converted entity may be substituted in the proceeding for the converting entity. 179.1145(1)(e) (e) The organizational documents of the converted entity are as provided in the plan of conversion and, to the extent such organizational documents are to be reflected in a public record, as provided in the articles of conversion. 179.1145(1)(f) (f) The interests of the converting entity that are to be converted into interests, securities, or obligations of the surviving entity, rights to acquire such interests or securities, money, other property, or any combination of the foregoing, are converted as provided in the plan of conversion, and the former interest holders of the converting entity are entitled only to the rights provided in the plan of conversion or to their rights, if any, under ss. 178.1161 , 179.1161 , 180.0301 to 180.1331 , 181.1180 , or otherwise under the governing law of the converting entity. All other terms and conditions of the conversion also take effect. 179.1145(1)(g) (g) Except as prohibited by other law or as otherwise provided in the articles and plan of conversion, all of the rights, privileges, immunities, powers, and purposes of the converting entity vest in the converted entity. 179.1145(1)(h) (h) Except as otherwise provided in the articles and plan of conversion, if the converting entity is a partnership, limited liability company, or other entity subject to dissolution under its governing law, the conversion does not dissolve the converting entity for the purposes of its governing law.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/49706722733976d9009df31d1d6b77ca77df1037ee1d80fe16c111df85c8024c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "49706722733976d9009df31d1d6b77ca77df1037ee1d80fe16c111df85c8024c",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/179.1141",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A foreign or domestic entity other than a Wisconsin limited partnership may convert to one when source law permits and the definition, plan, approval, and filing rules are met.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 179.1141(2); §§ 179.1142-.1144",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "179.1141(2) (2) A foreign or domestic entity, other than a domestic limited partnership, may convert to a domestic limited partnership pursuant to ss. 179.1141 to 179.1145 and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the converted entity will satisfy the definition of a limited partnership under this chapter immediately after the conversion.",
      "readiness": "ready",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/WI/49706722733976d9009df31d1d6b77ca77df1037ee1d80fe16c111df85c8024c.html",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "49706722733976d9009df31d1d6b77ca77df1037ee1d80fe16c111df85c8024c",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/179.1141",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A Wisconsin limited partnership may convert to another domestic entity type or any foreign entity type when both governing laws permit and the statutory procedures are met.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 179.1141(1); §§ 179.1142-.1144",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "179.1141(1) (1) A domestic limited partnership may convert to another type of domestic entity, or to any type of foreign entity, pursuant to ss. 179.1141 to 179.1145 and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the governing law that is to apply to the converted entity.",
      "readiness": "ready",
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      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "49706722733976d9009df31d1d6b77ca77df1037ee1d80fe16c111df85c8024c",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/179.1141",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.lp.domestication_inbound": {
      "additional_sources": [
        {
          "pinpoint": "Wis. Stat. § 179.0102(4p)",
          "quote": "179.0102(4p) (4p) “Entity” means a person other than an individual.",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/9b070f9332457b5302152f9791e386b20a88bb9c65acbdef335176ec1a1f8c96.html",
          "source_sha256": "9b070f9332457b5302152f9791e386b20a88bb9c65acbdef335176ec1a1f8c96",
          "source_url": "https://docs.legis.wisconsin.gov/document/statutes/179.0102"
        },
        {
          "pinpoint": "Wis. Stat. § 179.0102(6)",
          "quote": "179.0102(6) (6) “Foreign limited partnership” means an association that would be a limited partnership subject to this chapter but for the fact that its governing law is not the law of this state. The term includes a foreign limited liability limited partnership.",
          "role": "foreign_limited_partnership_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/9b070f9332457b5302152f9791e386b20a88bb9c65acbdef335176ec1a1f8c96.html",
          "source_sha256": "9b070f9332457b5302152f9791e386b20a88bb9c65acbdef335176ec1a1f8c96",
          "source_url": "https://docs.legis.wisconsin.gov/document/statutes/179.0102"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A foreign limited partnership may become a Wisconsin limited partnership through conversion when source law and the stated requirements are satisfied.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 179.1141(2); §§ 179.1142-.1144",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "179.1141(2) (2) A foreign or domestic entity, other than a domestic limited partnership, may convert to a domestic limited partnership pursuant to ss. 179.1141 to 179.1145 and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the converted entity will satisfy the definition of a limited partnership under this chapter immediately after the conversion.",
      "readiness": "ready",
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      "rendered": "value",
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      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "49706722733976d9009df31d1d6b77ca77df1037ee1d80fe16c111df85c8024c",
      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/179.1141",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WI.lp.domestication_outbound": {
      "additional_sources": [
        {
          "pinpoint": "Wis. Stat. § 179.0102(4p)",
          "quote": "179.0102(4p) (4p) “Entity” means a person other than an individual.",
          "role": "entity_definition",
          "snapshot_path": "rigs/entity-research/structuring/discovery/WI/snapshots/c50/9b070f9332457b5302152f9791e386b20a88bb9c65acbdef335176ec1a1f8c96.html",
          "source_sha256": "9b070f9332457b5302152f9791e386b20a88bb9c65acbdef335176ec1a1f8c96",
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        },
        {
          "pinpoint": "Wis. Stat. § 179.0102(6)",
          "quote": "179.0102(6) (6) “Foreign limited partnership” means an association that would be a limited partnership subject to this chapter but for the fact that its governing law is not the law of this state. The term includes a foreign limited liability limited partnership.",
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          "source_url": "https://docs.legis.wisconsin.gov/document/statutes/179.0102"
        }
      ],
      "capture_date": "2026-10-03",
      "claim_type": "operative_rule",
      "display": "A Wisconsin limited partnership may become a foreign limited partnership through conversion when destination law and the stated requirements are satisfied.",
      "fetch_event_id": null,
      "pinpoint": "Wis. Stat. § 179.1141(1); §§ 179.1142-.1144",
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      "quote": "179.1141(1) (1) A domestic limited partnership may convert to another type of domestic entity, or to any type of foreign entity, pursuant to ss. 179.1141 to 179.1145 and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the governing law that is to apply to the converted entity.",
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      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/179.1141",
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    },
    "structuring:pp-conversion-domestication#WI.lp.eligible_source_types": {
      "additional_sources": [
        {
          "pinpoint": "Wis. Stat. § 179.1141(2)",
          "quote": "179.1141(2) (2) A foreign or domestic entity, other than a domestic limited partnership, may convert to a domestic limited partnership pursuant to ss. 179.1141 to 179.1145 and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the converted entity will satisfy the definition of a limited partnership under this chapter immediately after the conversion.",
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    "structuring:pp-conversion-domestication#WI.lp.eligible_target_types": {
      "additional_sources": [
        {
          "pinpoint": "Wis. Stat. § 179.1141(1)",
          "quote": "179.1141(1) (1) A domestic limited partnership may convert to another type of domestic entity, or to any type of foreign entity, pursuant to ss. 179.1141 to 179.1145 and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the governing law that is to apply to the converted entity.",
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      "display": "A Wisconsin limited partnership may convert to another domestic entity type or any foreign entity type; “entity” excludes individuals.",
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      "display": "The filing-fee locator for limited-partnership articles of conversion or domestication is Wis. Stat. § 179.0124(2)(a)11.",
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      "quote": "179.0124(2)(a)11. 11. Articles of merger, conversion, interest exchange, or domestication, $150.",
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      "source_url": "https://docs.legis.wisconsin.gov/document/statutes/179.0124",
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    "structuring:pp-conversion-domestication#WI.lp.instrument": {
      "additional_sources": [
        {
          "pinpoint": "Wis. Stat. § 179.1154(1), complete filing requirement",
          "quote": "179.1154(1) (1) After the domesticating entity has approved a plan of domestication in accordance with its governing law, the domesticating entity shall deliver, or cause to be delivered, to the department for filing articles of domestication setting forth all of the following: 179.1154(1)(a) (a) The name, type of entity, and governing law of the domesticating entity. 179.1154(1)(b) (b) The name, type of entity, and governing law of the domesticated entity. 179.1154(1)(c) (c) A statement that a plan of domestication has been approved and adopted by the domesticating entity in accordance with its governing law. 179.1154(1)(d) (d) Any amendments to the organizational documents of the domesticating entity and any organizational documents of the domesticated entity that are to be in a public record under their respective governing laws. 179.1154(1)(e) (e) A statement that the plan of domestication is on file at the principal office of the domesticated entity. 179.1154(1)(f) (f) A statement that upon request the domesticated entity will provide a copy of the plan of domestication to any interest holder in the domesticated entity. 179.1154(1)(g) (g) A statement whether s. 179.1161 applies to the domestication.",
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      "display": "Chapter 179 uses a plan and articles of conversion for conversion, and a plan and articles of domestication for domestication.",
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      "pinpoint": "Wis. Stat. § 179.1144(1), complete filing requirement",
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      "quote": "179.1144(1) (1) After the converting entity has approved a plan of conversion in accordance with its governing law, the converting entity shall deliver, or cause to be delivered, to the department for filing articles of conversion setting forth all of the following: 179.1144(1)(a) (a) The name, type of entity, and governing law of the converting entity. 179.1144(1)(b) (b) The name, type of entity, and governing law of the converted entity. 179.1144(1)(c) (c) A statement that the plan of conversion has been approved and adopted by the converting entity in accordance with its governing law. 179.1144(1)(d) (d) Any organizational documents of the converted entity that are to be in a public record under its governing law. 179.1144(1)(e) (e) A statement that the plan of conversion is on file at the principal office of the converted entity. 179.1144(1)(f) (f) A statement that upon request the converted entity will provide a copy of the plan of conversion to any interest holder of the converting entity. 179.1144(1)(g) (g) A statement whether s. 179.1161 applies to the conversion.",
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      "capture_date": "2026-10-03",
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      "display": "Outbound conversion requires both governing laws to permit it; inbound conversion requires permission under the converting entity's governing law.",
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      "quote": "179.1141(1) (1) A domestic limited partnership may convert to another type of domestic entity, or to any type of foreign entity, pursuant to ss. 179.1141 to 179.1145 and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the governing law that is to apply to the converted entity. […] 179.1141(2) (2) A foreign or domestic entity, other than a domestic limited partnership, may convert to a domestic limited partnership pursuant to ss. 179.1141 to 179.1145 and a plan of conversion if the conversion is permitted under the governing law of the converting entity and the converted entity will satisfy the definition of a limited partnership under this chapter immediately after the conversion.",
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      "display": "Chapter 179 uses “conversion” for same-type foreign moves and “domestication” for its separate dual-status non-U.S. procedure.",
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      "display": "The board adopts and recommends the conversion plan; all shareholders, whether or not entitled to vote, must approve it.",
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      "display": "The corporation continues as the same entity in WV LLC form without dissolution; its property, liabilities, rights, and causes of action continue.",
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          "pinpoint": "W. Va. Code § 31B-9-902(a), partnership or limited partnership to LLC",
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      "source_url": "https://code.wvlegislature.gov/47B-9-2/",
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    },
    "structuring:pp-conversion-domestication#WV.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "The located outbound conversion procedure permits a limited partnership to convert to a West Virginia limited liability company.",
      "fetch_event_id": null,
      "pinpoint": "W. Va. Code §31B-9-902(a)",
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      "publish_status": "publish_ready",
      "quote": "(a) A partnership or limited partnership may be converted to a limited liability company pursuant to this section.",
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    },
    "structuring:pp-conversion-domestication#WV.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "The filing fee is located at W. Va. Code § 59-1-2(a)(1)(N); the fee amount is not included.",
      "fetch_event_id": null,
      "pinpoint": "W. Va. Code §59-1-2(a)(1)(N)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(N) Statement of conversion, when permitted, from one business entity into another business entity, in addition to the cost of filing the appropriate documents to organize the surviving entity, $25;",
      "readiness": "ready",
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      "source_url": "https://code.wvlegislature.gov/59-1-2/",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WV.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-03",
      "claim_type": "primary statute",
      "display": "The converting LP files articles of organization containing the conversion statements; filing cancels its LP certificate when conversion takes effect.",
      "fetch_event_id": null,
      "pinpoint": "W. Va. Code §31B-9-902(d)-(f)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(d) After a conversion is approved under subsection (b) of this section, the partnership or limited partnership shall file articles of organization in the office of the Secretary of State which satisfy the requirements of section 2-203 and contain:",
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      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WV.lp.paired_jurisdiction_authorization": {
      "additional_sources": [
        {
          "pinpoint": "§ 47B-9-3, limited partnership to partnership",
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          "source_url": "https://code.wvlegislature.gov/47B-9-3/"
        },
        {
          "pinpoint": "§ 31B-9-902, partnership or limited partnership into an LLC",
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          "source_sha256": "9aa12f9f1911f4565016db7ab3c428ce720a6530af4940334ad4aa4c38b59609",
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        {
          "pinpoint": "§ 47B-9-1(3), 'limited partnership' includes one created under comparable law of another jurisdiction",
          "quote": "(3) \"Limited partnership\" means a limited partnership created under section one, et seq., article nine, chapter forty-seven of this code, predecessor law, or comparable law of another jurisdiction.",
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          "source_sha256": "b3c7fa66fd9073b45e105fd9ecb9f1e1727fc0229bb38fd6ef86f1bb5d207396",
          "source_url": "https://code.wvlegislature.gov/47B-9-1/"
        },
        {
          "pinpoint": "§ 31B-9-901(4), same definition in the LLC conversion article",
          "quote": "(4) \"Limited partnership\" means a limited partnership created under article nine, chapter forty-seven of this code, a predecessor law, or comparable law of another jurisdiction.",
          "role": "responsive_hit_reviewed",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-3/80a1caadf2f70d4d74d31c9700e8e8203a70cdd3a9da7b7adea34e827788c55d.html",
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          "source_url": "https://code.wvlegislature.gov/31B-9-901/"
        },
        {
          "pinpoint": "§ 47B-9-5(c)(2), merger vote looks to the law of the foreign limited partnership's jurisdiction",
          "quote": "(2) In the case of a limited partnership that is a party to the merger, by the vote required for approval of a merger by the law of the state or foreign jurisdiction in which the limited partnership is organized",
          "role": "responsive_hit_reviewed",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-3/772b80a627aea930a2e5d1ba478147797bfbbcacf1294a5430b9d9a711793c08.html",
          "source_sha256": "772b80a627aea930a2e5d1ba478147797bfbbcacf1294a5430b9d9a711793c08",
          "source_url": "https://code.wvlegislature.gov/47B-9-5/"
        },
        {
          "pinpoint": "§ 31B-9-907, article not exclusive",
          "quote": "This article does not preclude an entity from being converted or merged under other law.",
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          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-3/b6aec2603b652ce9b504532c05a99cd6b74ffbddb9ca513e035285f9e9157288.html",
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          "source_url": "https://code.wvlegislature.gov/31B-9-907/"
        },
        {
          "pinpoint": "§ 47B-9-8, article not exclusive",
          "quote": "This article is not exclusive. Partnerships or limited partnerships may be converted or merged in any other manner provided by law.",
          "role": "negative_search_scope",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-3/27760dbde7741cfac0b48403818104cbeeef32262d25ae058e0a2ddc046d32ef.html",
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      ],
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      "claim_type": "negative_search_anchor",
      "display": null,
      "fetch_event_id": null,
      "pinpoint": "W. Va. Code § 47B-9-2(a)-(d), partnership to limited partnership; (c) names only the jurisdiction of filing",
      "public_reason": "The checked official source does not state this value.",
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    "structuring:pp-conversion-domestication#WV.lp.redomiciliation_term_used": {
      "additional_sources": [
        {
          "pinpoint": "§ 47B-9-2(a), partnership to limited partnership",
          "quote": "(a) A partnership may be converted to a limited partnership pursuant to this section.",
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          "pinpoint": "§ 47B-9-8, article not exclusive",
          "quote": "This article is not exclusive. Partnerships or limited partnerships may be converted or merged in any other manner provided by law.",
          "role": "responsive_hit_reviewed",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-3/27760dbde7741cfac0b48403818104cbeeef32262d25ae058e0a2ddc046d32ef.html",
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      ],
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      "claim_type": "negative_search_anchor",
      "display": null,
      "fetch_event_id": null,
      "pinpoint": "W. Va. Code ch. 47, art. 9 table of sections (the whole Uniform Limited Partnership Act)",
      "public_reason": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
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      "source_url": "https://code.wvlegislature.gov/47-9/",
      "table": "structuring"
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    "structuring:pp-conversion-domestication#WV.lp.tax_clearance": {
      "additional_sources": [
        {
          "pinpoint": "§ 47B-9-3(c)-(d), a limited partnership converts to a partnership by cancelling its certificate",
          "quote": "(c) After the conversion is approved by the partners, the limited partnership shall cancel its certificate of limited partnership.",
          "role": "negative_search_scope",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-3/d308baf4a7dc03a5d14ec4a58a06b2fa9fa52f7409eb67203c45a7a38fe0f75b.html",
          "source_sha256": "d308baf4a7dc03a5d14ec4a58a06b2fa9fa52f7409eb67203c45a7a38fe0f75b",
          "source_url": "https://code.wvlegislature.gov/47B-9-3/"
        },
        {
          "pinpoint": "§ 31B-9-902(f), a conversion into an LLC takes effect on filing",
          "quote": "(f) A conversion takes effect when the articles of organization are filed in the office of the Secretary of State or at any later date specified in the articles of organization.",
          "role": "negative_search_scope",
          "snapshot_path": "rigs/content-production/pp-program-2026-10-03/lanes/01-cells/c.13.conversion-domestication-3/9aa12f9f1911f4565016db7ab3c428ce720a6530af4940334ad4aa4c38b59609.html",
          "source_sha256": "9aa12f9f1911f4565016db7ab3c428ce720a6530af4940334ad4aa4c38b59609",
          "source_url": "https://code.wvlegislature.gov/31B-9-902/"
        },
        {
          "pinpoint": "§ 47B-9-4, effect of conversion; entity unchanged",
          "quote": "",
          "role": "negative_search_scope",
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          "source_url": "https://code.wvlegislature.gov/47B-9-4/"
        },
        {
          "pinpoint": "§ 47B-10-1, Tax Commissioner certificate for a registered limited liability partnership's reinstatement, not a conversion",
          "quote": "Contain a certificate from the tax commissioner reciting that all taxes owed by the limited liability partnership have been paid",
          "role": "responsive_hit_reviewed",
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      ],
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      "claim_type": "negative_search_anchor",
      "display": null,
      "fetch_event_id": null,
      "pinpoint": "W. Va. Code § 47B-9-2(b)-(d), conversion of a partnership into a limited partnership: approval and the certificate of limited partnership",
      "public_reason": "The checked official source does not state this value.",
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      "table": "structuring"
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    "structuring:pp-conversion-domestication#WY.corp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion is approved per the corporation's documents (W.S. 17-26-101(d)) and, to an LLC, by shareholders (W.S. 17-16-1115(d)); a transfer needs board adoption and, by default, a shareholder majority (W.S. 17-16-1720(g)).",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-26-101(d), (e)(iii) (wyoleg.gov Title 17 PDF p. 658); W.S. 17-16-1115(d) (wyoleg.gov Title 17 PDF p. 330); W.S. 17-16-1720(g) (wyoleg.gov Title 17 PDF pp. 387-388); W.S. 17-16-1810(d) (wyoleg.gov Title 17 PDF p. 392)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(g) A resolution to transfer the corporation to another jurisdiction shall be adopted by the board of directors, and shall thereafter be submitted to the shareholders for their approval. The board of directors shall also transmit to the shareholders a recommendation that the shareholders approve the resolution, unless the board of directors makes a determination that because of conflicts of interest or other special circumstances it should not make such a recommendation, in which case the board of directors shall transmit to the shareholders the basis for that determination. The board of directors may condition its submission of the resolution to the shareholders on any basis. If the approval of the shareholders is to be given at a meeting, the corporation shall notify each shareholder, whether or not entitled to vote, of the meeting of shareholders at which the resolution for transfer is to be submitted for approval. The notice shall contain or be accompanied by a copy or summary of the resolution and of the articles of incorporation of the corporation as they will be in effect in the new jurisdiction immediately after the transfer. Unless the articles of incorporation or the board of directors requires a greater vote or a greater number of votes to be present, approval of the resolution requires the affirmative vote of a majority of the shareholders at a meeting at which a quorum, consisting of a majority of the votes entitled to be cast, is present, and, if any class or series of shares is entitled to vote as a separate group on the resolution, the approval of each such separate voting group at a meeting at which a quorum of the voting group consisting of at least a majority of the votes entitled to be cast on the resolution by that voting group exists. Separate voting by voting groups is required to the extent the same would be required for a proposed amendment to the articles of incorporation.",
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      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
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      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
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    "structuring:pp-conversion-domestication#WY.corp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "On conversion property remains, obligations continue and pending actions may proceed (W.S. 17-16-1116, 17-26-101(g)); domestication, continuance and transfer continue the corporation and its property and liabilities.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-16-1116(a) (wyoleg.gov Title 17 PDF p. 330); W.S. 17-26-101(g) (wyoleg.gov Title 17 PDF p. 659); W.S. 17-16-1801 (wyoleg.gov Title 17 PDF pp. 388-389); W.S. 17-16-1810(f)-(g) (wyoleg.gov Title 17 PDF pp. 392-393); W.S. 17-16-1720(d) (wyoleg.gov Title 17 PDF p. 387)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Upon conversion: (i) All property owned by the corporation remains in the limited liability company; (ii) All obligations of the converting corporation continue as obligations of the resulting limited liability company; and (iii) An action or proceeding pending against the converting corporation may be continued as if the conversion had not occurred.",
      "readiness": "ready",
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    "structuring:pp-conversion-domestication#WY.corp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Under W.S. 17-26-101(a) any entity may convert to any other entity, including a WY corporation; a foreign entity may convert into a domestic entity only if its organizational documents authorize it.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-26-101(a), (c)-(e) (wyoleg.gov Title 17 PDF p. 658)",
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      "publish_status": "publish_ready",
      "quote": "Any entity, domestic or foreign, may convert to any other entity, domestic or foreign, pursuant to this section.",
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      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
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    "structuring:pp-conversion-domestication#WY.corp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A WY corporation may convert to a domestic LLC (W.S. 17-16-1115(a)) and, under W.S. 17-26-101, to any other domestic or foreign entity; conversion to an LLC follows shareholder approval.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-16-1115(a), (d) (wyoleg.gov Title 17 PDF p. 330); W.S. 17-26-101(a), (b), (d), (e) (wyoleg.gov Title 17 PDF p. 658)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic corporation may be converted to a domestic limited liability company pursuant to chapter 26 of this title.",
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    "structuring:pp-conversion-domestication#WY.corp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A U.S.-state corporation (not an insurer or financial institution) may domesticate by filing articles of domestication (W.S. 17-16-1801); a foreign corporation may continue if its jurisdiction acknowledges domicile ended.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-16-1801 (wyoleg.gov Title 17 PDF p. 388); W.S. 17-16-1802(a) (wyoleg.gov Title 17 PDF pp. 389-390); W.S. 17-16-1810(a), (c), (d), (h) (wyoleg.gov Title 17 PDF pp. 390-393)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any corporation incorporated under the laws of any of the several states of the United States for any purpose except acting as an insurer as defined in W.S. 26-1-102(a)(xvi), or acting as a financial institution as described by W.S. 13-1-101(a)(ix) may become a domestic corporation of this state by delivering or causing to be delivered to the secretary of state articles of domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.corp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A WY corporation may transfer to another jurisdiction if the board adopts and shareholders approve a transfer resolution and that jurisdiction's laws authorize it, via a certificate of transfer (W.S. 17-16-1720).",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-16-1720(a)-(g) (wyoleg.gov Title 17 PDF pp. 386-388)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A corporation incorporated, domesticated or continued under this act may, if authorized by resolution duly adopted as set forth in subsection (g) of this section, and by the laws of any other jurisdiction, within or without the United States, apply to the proper officer of the other jurisdiction for a certificate of registration, and to the secretary of state of this state for a certificate of transfer.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.corp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Under W.S. 17-26-101 any \"entity\" (one authorized to be formed under Title 17, organized in WY or under another state's functionally equivalent law) may convert into another entity, including a corporation.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-26-101(a), (c) (wyoleg.gov Title 17 PDF p. 658)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any entity, domestic or foreign, may convert to any other entity, domestic or foreign, pursuant to this section. As used in this section, \"entity\" means any entity authorized to be formed under this title and organized under the laws of this state or the laws of another state that are the functional equivalent.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.corp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A WY corporation may convert to a domestic LLC (W.S. 17-16-1115(a)), to any other entity under W.S. 17-26-101(a), or to any form of foreign entity recognized in that jurisdiction (W.S. 17-26-101(b)).",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-16-1115(a) (wyoleg.gov Title 17 PDF p. 330); W.S. 17-26-101(a)-(b) (wyoleg.gov Title 17 PDF p. 658)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic corporation may be converted to a domestic limited liability company pursuant to chapter 26 of this title.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.corp.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "SoS Business Division Filing Fee Schedule (effective July 1, 2026; revised June 2026), p. 1, Profit Corporations and Processing Cooperatives",
          "quote": "Business Division Filing Fee Schedule Effective July 1st, 2026 […] Profit Corporations and Processing Cooperatives: […] Articles of Incorporation*/Continuance/Domestication",
          "role": "official fee schedule (agency)",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/WY/bbaefb74edfa885839a01317dfb79006e81d200e47b6d876ded223eadc97bc8b.pdf",
          "source_sha256": "bbaefb74edfa885839a01317dfb79006e81d200e47b6d876ded223eadc97bc8b",
          "source_url": "https://sos.wyo.gov/Business/docs/BusinessFees.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Fees: W.S. 17-26-101(h) (conversion), W.S. 17-16-1720(e) (transfer toll charge), W.S. 17-16-122, and the SoS fee schedule line for corporation articles of incorporation, continuance and domestication.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-26-101(h) (wyoleg.gov Title 17 PDF p. 659); W.S. 17-16-1720(e) (wyoleg.gov Title 17 PDF p. 387); W.S. 17-16-122 (wyoleg.gov Title 17 PDF p. 214)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The secretary of state shall charge a fee to convert an entity. Unless otherwise specified by law, the fee for conversion shall be equal to the fee for the origination of the newly converted entity type.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.corp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion: appropriate document of organization (W.S. 17-26-101(e)) or, to an LLC, articles of organization (W.S. 17-16-1115(d)); domestication, continuance and transfer use their own articles or application.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-26-101(e) (wyoleg.gov Title 17 PDF p. 658); W.S. 17-16-1115(d) (wyoleg.gov Title 17 PDF p. 330); W.S. 17-16-1801 (wyoleg.gov Title 17 PDF p. 388); W.S. 17-16-1810(a) (wyoleg.gov Title 17 PDF p. 390); W.S. 17-16-1720(a) (wyoleg.gov Title 17 PDF p. 386)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "After the conversion is approved, the newly converted domestic entity shall file the appropriate document of organization as enumerated in subsection (c) of this section and include: (i) Information that clearly names and identifies the converting entity and the newly converted entity; (ii) The state of original formation and the date of original organization; and (iii) Proof that conversion is approved by the owners or members of the converting entity in accordance with the authority given the converting entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.corp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A transfer out requires authorization by the other jurisdiction's laws (W.S. 17-16-1720(a)); continuance in requires that jurisdiction to acknowledge termination of domicile (W.S. 17-16-1810(a)).",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-16-1720(a) (wyoleg.gov Title 17 PDF p. 386); W.S. 17-16-1810(a) (wyoleg.gov Title 17 PDF p. 390); W.S. 17-26-101(b) (wyoleg.gov Title 17 PDF p. 658)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A corporation incorporated, domesticated or continued under this act may, if authorized by resolution duly adopted as set forth in subsection (g) of this section, and by the laws of any other jurisdiction, within or without the United States, apply to the proper officer of the other jurisdiction for a certificate of registration, and to the secretary of state of this state for a certificate of transfer.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.corp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The WBCA uses \"domestication\", \"continuance\" and \"transfer\" (art. 18 heading) and refers to \"transfer of domicile\" (W.S. 17-16-1720(h)).",
      "fetch_event_id": null,
      "pinpoint": "Ch. 16, art. 18 heading (wyoleg.gov Title 17 PDF p. 388); W.S. 17-16-1720(h) (wyoleg.gov Title 17 PDF p. 388)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "ARTICLE 18 - DOMESTICATION AND CONTINUANCE OF FOREIGN CORPORATIONS; TRANSFER OF DOMESTIC CORPORATIONS",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.corp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Domestication requires a certificate of good standing not more than 30 days old (W.S. 17-16-1802(a)(i)); franchise tax and past due fees, taxes or penalties must be paid when a document is filed (W.S. 17-16-120(j)).",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-16-1802(a)(i) (wyoleg.gov Title 17 PDF p. 389); W.S. 17-16-120(j) (wyoleg.gov Title 17 PDF p. 213)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(i) A certified copy of its original articles of incorporation and all amendments thereto or its equivalent basic corporate charter or other authorization, and a certificate of good standing not more than thirty (30) days old;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.llc.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion terms are approved per the entity's organizing documents (W.S. 17-26-101(d)); a manager-managed LLC needs all members' consent by default (W.S. 17-29-407(c)(iv)(B)); members adopt a transfer resolution.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-26-101(d), (e)(iii) (wyoleg.gov Title 17 PDF p. 658); W.S. 17-29-407(c)(iv)(B) (wyoleg.gov Title 17 PDF p. 707); W.S. 17-29-1011(f) (wyoleg.gov Title 17 PDF p. 741); W.S. 17-29-1014 (wyoleg.gov Title 17 PDF p. 743); W.S. 17-29-1010(d) (wyoleg.gov Title 17 PDF p. 739)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The converting domestic or foreign entity shall approve the terms and conditions of the conversion in accord with the documents enumerated in subsection (c) of this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.llc.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "On conversion property remains, obligations continue and pending actions may proceed (W.S. 17-26-101(g)); continuance, transfer and domestication continue the company without affecting its property or liabilities.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-26-101(g) (wyoleg.gov Title 17 PDF p. 659); W.S. 17-29-1009 (wyoleg.gov Title 17 PDF p. 737); W.S. 17-29-1010(f)-(g) (wyoleg.gov Title 17 PDF p. 739); W.S. 17-29-1011(d) (wyoleg.gov Title 17 PDF p. 741); W.S. 17-29-1012 (wyoleg.gov Title 17 PDF pp. 741-742)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Upon conversion, all property owned by the converting entity remains in the newly converted entity. All obligations of the converting entity continue as obligations of the newly converted entity. Any action or proceeding pending against the converting entity may be continued as if the conversion had not occurred.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.llc.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "An organization other than an LLC may convert to a WY LLC under ch. 26 and its governing statutes (W.S. 17-29-1006); a foreign entity may convert only if its organizational documents authorize it.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-29-1006 (wyoleg.gov Title 17 PDF p. 737); W.S. 17-26-101(a), (c)-(e) (wyoleg.gov Title 17 PDF p. 658)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "An organization other than a limited liability company may be converted to a limited liability company pursuant to chapter 26 of this title and the organization's governing statutes.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.llc.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Under W.S. 17-26-101 any entity, including a WY LLC, may convert to any other domestic or foreign entity; W.S. 17-29-1014 requires consent of members who would gain personal liability.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-26-101(a)-(b) (wyoleg.gov Title 17 PDF p. 658); W.S. 17-26-101(d)-(e) (wyoleg.gov Title 17 PDF p. 658); W.S. 17-29-102(a)(viii) (wyoleg.gov Title 17 PDF p. 674); W.S. 17-29-1014 (wyoleg.gov Title 17 PDF p. 743)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any entity, domestic or foreign, may convert to any other entity, domestic or foreign, pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.llc.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A U.S.-state LLC (not an insurer or financial institution) may domesticate via articles of domestication (W.S. 17-29-1012); a foreign organization may continue as a WY LLC if its jurisdiction acknowledges domicile ended.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-29-1012 (wyoleg.gov Title 17 PDF pp. 741-742); W.S. 17-29-1013(a) (wyoleg.gov Title 17 PDF p. 742); W.S. 17-29-1010(a), (c), (d) (wyoleg.gov Title 17 PDF pp. 737-739)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any limited liability company created under the laws of any of the several states of the United States for any purpose except acting as an insurer as defined in W.S. 26-1-102(a)(xvi), or acting as a financial institution may become a domestic limited liability company of this state by delivering or causing to be delivered to the secretary of state articles of domestication.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.llc.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A WY LLC may transfer to another jurisdiction if the members adopt a transfer resolution and that jurisdiction's laws authorize it, by applying for a certificate of transfer (W.S. 17-29-1011).",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-29-1011(a)-(f) (wyoleg.gov Title 17 PDF pp. 740-741); W.S. 17-29-1014 (wyoleg.gov Title 17 PDF p. 743)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A limited liability company created, domesticated or continued under this chapter may, if authorized by resolution duly adopted as set forth in subsection (f) of this section, and by the laws of any other jurisdiction, within or without the United States, apply to the proper officer of the other jurisdiction for a certificate of registration, and to the secretary of state of this state for a certificate of transfer.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.llc.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Any \"organization\" other than an LLC may convert into a WY LLC (W.S. 17-29-1006); the term covers partnerships, LPs, business and statutory trusts, corporations and others with a governing statute, domestic or foreign.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-29-1006 (wyoleg.gov Title 17 PDF p. 737); W.S. 17-29-1001(a)(vii) (wyoleg.gov Title 17 PDF p. 731); W.S. 17-26-101(a) (wyoleg.gov Title 17 PDF p. 658)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Organization\" means a general partnership, including a limited liability partnership, limited partnership, including a limited liability limited partnership, limited liability company, business trust, statutory trust, corporation or any other person having a governing statute. The term includes a domestic or foreign organization regardless of whether organized for profit;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.llc.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Under W.S. 17-26-101 a domestic entity may convert to any other entity authorized under Title 17 (or a functional equivalent under another state's law) or to any form of foreign entity recognized there.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-26-101(a)-(b) (wyoleg.gov Title 17 PDF p. 658)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any entity, domestic or foreign, may convert to any other entity, domestic or foreign, pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.llc.fee_locator": {
      "additional_sources": [
        {
          "pinpoint": "SoS Business Division Filing Fee Schedule (effective July 1, 2026; revised June 2026), p. 1, Limited Liability Companies",
          "quote": "Business Division Filing Fee Schedule Effective July 1st, 2026 […] Limited Liability Companies: […] Articles of Organization*/Continuance/Domestication",
          "role": "official fee schedule (agency)",
          "snapshot_path": "rigs/entity-research/corp-lp/snapshots/WY/bbaefb74edfa885839a01317dfb79006e81d200e47b6d876ded223eadc97bc8b.pdf",
          "source_sha256": "bbaefb74edfa885839a01317dfb79006e81d200e47b6d876ded223eadc97bc8b",
          "source_url": "https://sos.wyo.gov/Business/docs/BusinessFees.pdf"
        }
      ],
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Fees: W.S. 17-26-101(h) (conversion), W.S. 17-29-1011(e) (transfer toll charge), and the SoS fee schedule line for LLC articles of organization, continuance and domestication.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-26-101(h) (wyoleg.gov Title 17 PDF p. 659); W.S. 17-29-1011(e) (wyoleg.gov Title 17 PDF p. 741)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The secretary of state shall charge a fee to convert an entity. Unless otherwise specified by law, the fee for conversion shall be equal to the fee for the origination of the newly converted entity type.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.llc.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion: file the appropriate document of organization (W.S. 17-26-101(e)); continuance: articles of continuance; transfer: application for certificate of transfer; domestication: articles of domestication.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-26-101(e) (wyoleg.gov Title 17 PDF p. 658); W.S. 17-29-1010(a) (wyoleg.gov Title 17 PDF p. 738); W.S. 17-29-1011(a) (wyoleg.gov Title 17 PDF p. 740); W.S. 17-29-1012 (wyoleg.gov Title 17 PDF p. 741)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "After the conversion is approved, the newly converted domestic entity shall file the appropriate document of organization as enumerated in subsection (c) of this section and include: (i) Information that clearly names and identifies the converting entity and the newly converted entity; (ii) The state of original formation and the date of original organization; and (iii) Proof that conversion is approved by the owners or members of the converting entity in accordance with the authority given the converting entity.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.llc.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A transfer out requires authorization by the other jurisdiction's laws (W.S. 17-29-1011(a)); continuance in requires the foreign jurisdiction to acknowledge that domicile there has terminated (W.S. 17-29-1010(a)).",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-29-1011(a) (wyoleg.gov Title 17 PDF p. 740); W.S. 17-29-1010(a) (wyoleg.gov Title 17 PDF pp. 737-738); W.S. 17-29-1006 (wyoleg.gov Title 17 PDF p. 737); W.S. 17-26-101(b) (wyoleg.gov Title 17 PDF p. 658)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A limited liability company created, domesticated or continued under this chapter may, if authorized by resolution duly adopted as set forth in subsection (f) of this section, and by the laws of any other jurisdiction, within or without the United States, apply to the proper officer of the other jurisdiction for a certificate of registration, and to the secretary of state of this state for a certificate of transfer.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.llc.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The WY LLC Act uses \"continuance\", \"transfer\" and \"domestication\" (art. 10 heading) and refers to \"transfer of domicile\" (W.S. 17-29-1011(g)).",
      "fetch_event_id": null,
      "pinpoint": "Ch. 29, art. 10 heading (wyoleg.gov Title 17 PDF p. 731); W.S. 17-29-1011(g) (wyoleg.gov Title 17 PDF p. 741)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "ARTICLE 10 - MERGER, CONVERSION, CONTINUANCE, TRANSFER AND DOMESTICATION",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.llc.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Domestication requires a certificate of good standing not more than 30 days old (W.S. 17-29-1013(a)(i)); LLC records are filed once filing fees and any past due fees, taxes or penalties are paid (W.S. 17-29-205(a)).",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-29-1013(a)(i) (wyoleg.gov Title 17 PDF p. 742); W.S. 17-29-205(a) (wyoleg.gov Title 17 PDF p. 686)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(i) A certified copy of its original articles of organization and all amendments thereto or its equivalent basic charter or other authorization, and a certificate of good standing not more than thirty (30) days old;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.lp.approvals": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion terms are approved per the entity's organizing documents (W.S. 17-26-101(d)); an application for a certificate of continuance must be signed by all general partners (W.S. 17-14-1012(a)).",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-26-101(d), (e)(iii) (wyoleg.gov Title 17 PDF p. 658); W.S. 17-14-1012(a) (wyoleg.gov Title 17 PDF p. 207)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "The converting domestic or foreign entity shall approve the terms and conditions of the conversion in accord with the documents enumerated in subsection (c) of this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.lp.continuity_language": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Continuance does not affect partnership property, existing liabilities or pending actions (W.S. 17-14-1014); on conversion property remains and obligations and pending actions continue (W.S. 17-26-101(g)).",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-14-1014 (wyoleg.gov Title 17 PDF p. 208); W.S. 17-26-101(g) (wyoleg.gov Title 17 PDF p. 659)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(d) The continuance shall not affect the ownership of partnership property, liability for any existing obligation, cause of action, claim, pending or threatened prosecution, civil or administrative action, conviction, ruling, order or judgment. The continuance does not deprive a partner of any right or privilege, nor relieve a partner of any liability.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.lp.conversion_authorization_posture.inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Under W.S. 17-26-101(a) any entity may convert to any other entity, including a WY limited partnership; a foreign entity may do so only if its organizational documents authorize the conversion.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-26-101(a), (c)-(e) (wyoleg.gov Title 17 PDF p. 658)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any entity, domestic or foreign, may convert to any other entity, domestic or foreign, pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.lp.conversion_authorization_posture.outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Under W.S. 17-26-101 any entity, including a WY limited partnership, may convert to any other domestic or foreign entity, after approval under its governing documents.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-26-101(a), (b), (d), (e) (wyoleg.gov Title 17 PDF p. 658); W.S. 17-14-202(a)(vii) (wyoleg.gov Title 17 PDF p. 178)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any entity, domestic or foreign, may convert to any other entity, domestic or foreign, pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.lp.domestication_inbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "A foreign LP (not an insurer or financial institution) may continue in WY by applying for a certificate of continuance with written confirmation that its home-state domicile is ended (W.S. 17-14-1010, -1011).",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-14-1010 (wyoleg.gov Title 17 PDF p. 206); W.S. 17-14-1011 (wyoleg.gov Title 17 PDF pp. 206-207); W.S. 17-14-1012(a) (wyoleg.gov Title 17 PDF p. 207); W.S. 17-14-1013(a) (wyoleg.gov Title 17 PDF pp. 207-208); W.S. 17-14-202(a)(iv) (wyoleg.gov Title 17 PDF p. 178)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any foreign limited partnership, except partnerships acting as an insurer as defined in W.S. 26-1-102(a)(xvi) or acting as a financial institution as defined in W.S. 13-1-101(a)(ix), may apply to the secretary of state for a certificate of continuance to permit the foreign limited partnership to continue in Wyoming as if the partnership had been formed under the laws of this state.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.lp.domestication_outbound": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The LP act has no transfer-out provision; W.S. 17-26-101(b) states that a domestic entity may be converted into any form of foreign entity recognized in that foreign jurisdiction.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-26-101(a), (b), (d) (wyoleg.gov Title 17 PDF p. 658)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "A domestic entity may be converted into any form of foreign entity recognized in that foreign jurisdiction pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.lp.eligible_source_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Under W.S. 17-26-101 any \"entity\" (one authorized to be formed under Title 17, organized in WY or under another state's functionally equivalent law) may convert into another entity, including an LP.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-26-101(a), (c) (wyoleg.gov Title 17 PDF p. 658)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any entity, domestic or foreign, may convert to any other entity, domestic or foreign, pursuant to this section. As used in this section, \"entity\" means any entity authorized to be formed under this title and organized under the laws of this state or the laws of another state that are the functional equivalent.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.lp.eligible_target_types": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Under W.S. 17-26-101 a WY limited partnership may convert to any other entity authorized under Title 17 (or a functional equivalent elsewhere) or to any form of foreign entity recognized there.",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-26-101(a)-(b) (wyoleg.gov Title 17 PDF p. 658)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "Any entity, domestic or foreign, may convert to any other entity, domestic or foreign, pursuant to this section.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.lp.fee_locator": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Fees: W.S. 17-14-209(a)(i) (certificate of limited partnership or application for a certificate of continuance) and W.S. 17-26-101(h) (conversion).",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-14-209(a)(i) (wyoleg.gov Title 17 PDF p. 182); W.S. 17-26-101(h) (wyoleg.gov Title 17 PDF p. 659)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(i) For filing a certificate of limited partnership or for an application for a certificate of continuance a fee of one hundred dollars ($100.00);",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.lp.instrument": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Conversion: the appropriate document of organization is filed (W.S. 17-26-101(e)); continuance: an application for a certificate of continuance (W.S. 17-14-1010, -1012).",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-26-101(e) (wyoleg.gov Title 17 PDF p. 658); W.S. 17-14-1010 (wyoleg.gov Title 17 PDF p. 206); W.S. 17-14-1012(a) (wyoleg.gov Title 17 PDF p. 207)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) The application for a certificate of continuance filed in the office of the secretary of state shall be signed by all general partners.",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.lp.paired_jurisdiction_authorization": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "Continuance requires written confirmation from the state of formation that the partnership's domicile there is or will be terminated (W.S. 17-14-1011(a)(i)).",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-14-1011(a)(i) (wyoleg.gov Title 17 PDF p. 206); W.S. 17-26-101(b) (wyoleg.gov Title 17 PDF p. 658)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "(a) To continue in this state, a foreign limited partnership shall submit to the secretary of state, in duplicate, an application for a certificate of continuance setting forth: (i) Written confirmation from the state in which the partnership was formed that the partnership's domicile in that state is terminated or will be terminated upon continuance in this state;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.lp.redomiciliation_term_used": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
      "display": "The WY LP act uses \"continuance\" (certificate of continuance, W.S. 17-14-202(a)(xiii); continuance of a foreign limited partnership, W.S. 17-14-1010).",
      "fetch_event_id": null,
      "pinpoint": "W.S. 17-14-202(a)(xiii) (wyoleg.gov Title 17 PDF p. 179); W.S. 17-14-1010 (wyoleg.gov Title 17 PDF p. 206)",
      "public_reason": null,
      "publish_status": "publish_ready",
      "quote": "\"Certificate of continuance\" means the certificate issued under the provisions of this act to continue a foreign limited partnership in this state;",
      "readiness": "ready",
      "reason_code": null,
      "rendered": "value",
      "snapshot_path": "rigs/entity-research/structuring/discovery/WY/snapshots/wyoleg-title17.pdf",
      "snapshot_resolved": true,
      "source_class": "S1",
      "source_sha256": "f0fd7eb843b83bb60095bad496330f8dfd46ff7051dff8d1bec822650a3671f6",
      "source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
      "table": "structuring"
    },
    "structuring:pp-conversion-domestication#WY.lp.tax_clearance": {
      "additional_sources": null,
      "capture_date": "2026-10-02",
      "claim_type": "primary",
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              "source_field": "conversion_authorization_posture.inbound",
              "value": "Another entity type may convert into an Alabama business corporation through a written plan satisfying § 10A-1-8.01(a)."
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              "source_field": "conversion_authorization_posture.outbound",
              "value": "An Alabama business corporation may convert to another entity type through a written plan satisfying § 10A-1-8.01(a)."
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              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
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              "source_field": "domestication_inbound",
              "value": "Alabama treats a foreign-to-Alabama corporate move as a conversion and requires the foreign jurisdiction’s law to permit it."
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              "cell_locator": "AL.corp.domestication_outbound",
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              "source_field": "domestication_outbound",
              "value": "Alabama treats a Alabama-to-foreign corporate move as a conversion and requires the foreign jurisdiction’s law to permit it."
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              "source_field": "eligible_source_types",
              "value": "Chapter 1 defines the domestic and foreign organization types that may convert into a business corporation."
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              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
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              "value": "Chapter 1 defines the domestic and foreign organization types into which a business corporation may convert."
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              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "A cross-jurisdiction conversion must be permitted by the foreign entity’s governing law, and the foreign entity must comply with that law."
            },
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              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Title 10A defines conversion to include domestication and continuance between domestic and foreign entities."
            }
          },
          "jurisdiction": "AL",
          "last_checked": "2026-10-02",
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          "state": "Alabama"
        },
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              "value": "Arkansas conditionally authorizes conversion into a domestic CORP under the other organization's governing law."
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              "value": "Arkansas conditionally authorizes conversion out of a domestic CORP under the other organization's governing law."
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              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A same-type interstate CORP move into Arkansas is handled as a conversion and remains subject to the other jurisdiction's law."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf",
              "cell_locator": "AR.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A same-type interstate CORP move out of Arkansas is handled as a conversion and remains subject to the other jurisdiction's law."
            },
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              "cell_locator": "AR.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The CORP conversion subchapter defines a broad domestic-and-foreign organization universe."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf",
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              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic CORP may convert within the subchapter's defined organization universe."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf",
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              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The other organization's governing statute must authorize the conversion, and its jurisdiction's law must not prohibit it."
            },
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              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf",
              "cell_locator": "AR.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The Arkansas CORP statute uses conversion for the covered entity-form and interstate moves."
            }
          },
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          "last_checked": "2026-10-03",
          "official_source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf",
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              "cell_citation_url": "https://www.azleg.gov/ars/29/02401.htm",
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              "source_field": "conversion_authorization_posture.inbound",
              "value": "A different domestic entity type may convert into an Arizona business corporation; a foreign source entity may do so only when its home law authorizes the conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02401.htm",
              "cell_locator": "AZ.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A domestic Arizona business corporation may convert to a different entity type; a foreign destination is available only when its law authorizes the conversion."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02501.htm",
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              "source_field": "domestication_inbound",
              "value": "A foreign business corporation may domesticate into Arizona as the same type only when its home-jurisdiction law authorizes the domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02501.htm",
              "cell_locator": "AZ.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A domestic Arizona business corporation may domesticate into another jurisdiction as the same type only when the destination law authorizes the domestication."
            },
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              "cell_citation_url": "https://www.azleg.gov/ars/29/02102.htm",
              "cell_locator": "AZ.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Each listed different entity type may convert into a domestic Arizona business corporation under the Entity Restructuring Act."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02102.htm",
              "cell_locator": "AZ.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic Arizona business corporation may convert into each listed different entity type under the Entity Restructuring Act."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02401.htm",
              "cell_locator": "AZ.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For a conversion involving a foreign jurisdiction and an Arizona business corporation, that jurisdiction's law must authorize the conversion."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02102.htm",
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              "source_field": "redomiciliation_term_used",
              "value": "Arizona uses and defines the term “domestication” for the same-type jurisdictional move of a business corporation."
            }
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          "state": "Arizona"
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              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
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              "source_field": "conversion_authorization_posture.inbound",
              "value": "Conditional: a domestic or foreign other business entity (LLC, partnership, business trust, REIT, association) may convert into a California corporation only if its governing law authorizes the conversion (§ 1157(a))."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
              "cell_locator": "CA.corp.conversion_authorization_posture.outbound",
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              "source_field": "conversion_authorization_posture.outbound",
              "value": "Conditional: a California corporation may convert into a domestic or foreign other business entity (LLC, partnership, business trust, REIT, association) only if the converted entity's law expressly permits it (§ 1151)."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
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              "source_field": "domestication_inbound",
              "value": "Conditional: a foreign corporation may become a California corporation by conversion under § 1157 only if its home law authorizes it; a separate insurer-only redomestication route exists (§ 201.6)."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
              "cell_locator": "CA.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Conditional: a California corporation may convert into a foreign corporation under § 1151 only if the foreign law expressly permits formation by conversion; a separate insurer-only redomestication route exists (§ 201.6)."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
              "cell_locator": "CA.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Domestic or foreign LLCs, limited and general partnerships, business trusts, REITs, non-nonprofit unincorporated associations, certain domestic reciprocal insurers, and foreign corporations (§§ 1150, 1157, 174.5)."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
              "cell_locator": "CA.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A California corporation may convert into a domestic or foreign other business entity (LLC, limited or general partnership, business trust, REIT, non-nonprofit association, certain insurers) or a foreign corporation (§§ 1150, 1151)."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
              "cell_locator": "CA.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Required: an outbound conversion needs the converted entity's law to expressly permit formation by conversion (§ 1151(b)(1)); an inbound one needs the converting entity's law to authorize it (§ 1157(a))."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
              "cell_locator": "CA.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The GCL calls a corporation's move into or out of California a 'conversion' (a foreign corporation can be the converting or converted entity, § 1150); 'redomestication' is used only for insurers (§§ 180.5, 201.6)."
            }
          },
          "jurisdiction": "CA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
          "state": "California"
        },
        {
          "cells": {
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              "cell_locator": "CO.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign entity may convert into a Colorado business corporation if its governing documents and organic statutes do not prohibit the conversion and their requirements are met."
            },
            "conversion_authorization_posture.outbound": {
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              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Colorado business corporation may convert to another domestic entity form or a recognized foreign entity form under a statutory plan and approval process."
            },
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              "source_field": "domestication_inbound",
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            },
            "domestication_outbound": {
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              "cell_locator": "CO.corp.domestication_outbound",
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              "source_field": "domestication_outbound",
              "value": "Colorado treats a Colorado business corporation becoming a foreign entity of the same type as a conversion; the foreign form must be recognized in the destination jurisdiction."
            },
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              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
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              "source_field": "eligible_source_types",
              "value": "A domestic entity of another form or a foreign entity may be the source entity in a conversion resulting in a Colorado business corporation."
            },
            "eligible_target_types": {
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              "cell_locator": "CO.corp.eligible_target_types",
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              "source_field": "eligible_target_types",
              "value": "A Colorado business corporation may convert into any other domestic entity form or any foreign entity form recognized in its jurisdiction."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For an inbound foreign conversion, the foreign entity's governing documents and organic statutes must not prohibit it and all of their requirements must be met."
            },
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              "cell_locator": "CO.corp.redomiciliation_term_used",
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              "value": "For a general Colorado business corporation transaction, Colorado's statute uses the term “conversion.”"
            }
          },
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          "state": "Colorado"
        },
        {
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              "source_field": "conversion_authorization_posture.inbound",
              "value": "An entity of a different type may convert into a Connecticut business corporation; a foreign source's law or organic rules must authorize the conversion (§34-631)."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
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              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Connecticut business corporation may convert to a different entity type; a foreign target requires authorization under that jurisdiction's law (§34-631(a))."
            },
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              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign business corporation may domesticate into Connecticut as the same type if its jurisdiction of organization authorizes it (§34-641(c))."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Connecticut business corporation may domesticate to a foreign jurisdiction as the same type if that jurisdiction authorizes it (§34-641(b))."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Any different entity type within §34-600(12)'s defined categories may convert into a Connecticut business corporation; foreign sources remain subject to §34-631(b)."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Connecticut business corporation may convert to a different type within §34-600(12)'s defined categories, domestically or in an authorizing foreign jurisdiction."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Cross-border conversion or domestication requires authorization under the paired foreign jurisdiction's law; inbound conversion may also rely on the foreign entity's organic rules."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Connecticut uses “domestication” for a same-type move between Connecticut and another jurisdiction (§34-600(11))."
            }
          },
          "jurisdiction": "CT",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
          "state": "Connecticut"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign entity may convert into a domestic DC business corporation of a different type if its formation jurisdiction authorizes the conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A domestic DC business corporation may convert to a different domestic entity type or, if foreign law authorizes it, to a different foreign entity type."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/3/index.full.html",
              "cell_locator": "DC.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign business corporation may domesticate into DC when the stated foreign-law and statutory conditions are met."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/3/index.full.html",
              "cell_locator": "DC.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A domestic DC business corporation may domesticate into a foreign jurisdiction when the stated foreign-law and statutory conditions are met."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/1/index.full.html",
              "cell_locator": "DC.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Any statutory “entity” type other than a business corporation may convert into a domestic DC business corporation, subject to § 29-204.01(b)."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/1/index.full.html",
              "cell_locator": "DC.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic DC business corporation may convert into any other statutory “entity” type, subject to § 29-204.01(a)."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Foreign-jurisdiction conversion requires authorization under the applicable foreign jurisdiction's law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/3/index.full.html",
              "cell_locator": "DC.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The statute uses the term “domestication” for a same-type change of governing jurisdiction."
            }
          },
          "jurisdiction": "DC",
          "last_checked": "2026-10-02",
          "official_source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
          "state": "District of Columbia"
        },
        {
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              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Authorized: an 'other entity' in § 265(a), including a foreign corporation, may convert to a Delaware corporation after approval under its governing documents or applicable law and filing the two certificates."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://delcode.delaware.gov/title8/c001/sc09/index.html",
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              "source_field": "conversion_authorization_posture.outbound",
              "value": "Authorized: a Delaware corporation may convert to an LLC, trust, association, other unincorporated business or partnership, or a foreign corporation, after board and majority-stockholder approval and franchise-tax payment (§§ 266, 277)."
            },
            "domestication_inbound": {
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              "cell_locator": "DE.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Conditional: § 388 domestication is limited to entities formed under the law of a jurisdiction outside the United States; a foreign corporation formed in the US converts in under § 265 instead."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://delcode.delaware.gov/title8/c001/sc17/index.html",
              "cell_locator": "DE.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Conditional: § 390 transfer, domestication or continuance is limited to jurisdictions outside the United States; a US move is a § 266(a) conversion to a foreign corporation."
            },
            "eligible_source_types": {
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              "cell_locator": "DE.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Eligible to convert into a Delaware corporation: LLCs, statutory and business trusts or associations, REITs, common-law trusts, other unincorporated businesses incl. general and limited partnerships, and foreign corporations (§ 265(a))."
            },
            "eligible_target_types": {
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              "source_field": "eligible_target_types",
              "value": "A Delaware corporation may convert to an LLC, statutory or business trust or association, REIT, common-law trust, other unincorporated business incl. a general or limited partnership, or a foreign corporation (§ 266(a))."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://delcode.delaware.gov/title8/c001/sc17/index.html",
              "cell_locator": "DE.corp.paired_jurisdiction_authorization",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "paired_jurisdiction_authorization",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://delcode.delaware.gov/title8/c001/sc17/index.html",
              "cell_locator": "DE.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The DGCL uses 'domestication' (§ 388, non-US entities entering), 'temporary transfer of domicile' (§ 389), 'transfer', 'domestication' or 'continuance' (§ 390, leaving to a non-US jurisdiction), and 'conversion' (§§ 265, 266)."
            }
          },
          "jurisdiction": "DE",
          "last_checked": "2026-10-03",
          "official_source_url": "https://delcode.delaware.gov/title8/c001/sc09/index.html",
          "state": "Delaware"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
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              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic eligible entity may convert into a domestic corporation under its organic law, a foreign one only if its organic law permits; Florida-filed entities must be current in annual reports (ss. 607.11930(2)-(3), 607.1622(9))."
            },
            "conversion_authorization_posture.outbound": {
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              "value": "A domestic corporation may convert into a domestic eligible entity of another type, or into a foreign eligible entity if that organic law permits it; it must be current in annual reports (ss. 607.11930(1), 607.1622(10))."
            },
            "domestication_inbound": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
              "cell_locator": "FL.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign corporation may become a domestic corporation if the domestication is permitted by its organic law, by filing articles of domestication with articles of incorporation attached (ss. 607.11920(1), 607.11922)."
            },
            "domestication_outbound": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
              "cell_locator": "FL.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A domestic corporation may become a foreign corporation under a plan of domestication if the foreign corporation's organic law permits it; it must be current in annual reports (ss. 607.11920(2), 607.1622(12))."
            },
            "eligible_source_types": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
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              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "A domestic eligible entity other than a domestic corporation, or a foreign eligible entity, may convert into a domestic corporation; “eligible entity” is defined in s. 607.01401(28) (s. 607.11930(2)-(3))."
            },
            "eligible_target_types": {
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              "source_field": "eligible_target_types",
              "value": "A domestic corporation may convert into a domestic eligible entity other than a domestic corporation, or into a foreign eligible entity; “eligible entity” is defined in s. 607.01401(28) (s. 607.11930(1))."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
              "cell_locator": "FL.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Conversions to or from a foreign eligible entity, and domestications in either direction, require that the foreign entity's organic law permit the transaction (ss. 607.11930(1)(b), (3), 607.11920(1)-(2))."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
              "cell_locator": "FL.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The FBCA uses “domestication” (s. 607.01401(23)); s. 607.1101(7) also uses “redomestication” for insurer moves under ss. 628.520 and 628.525, which it deems mergers."
            }
          },
          "jurisdiction": "FL",
          "last_checked": "2026-10-02",
          "official_source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
          "state": "Florida"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "The listed entity types may convert into a Georgia business corporation after the stated approval and Secretary of State filing requirements are satisfied."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Georgia business corporation may convert to a Georgia LLC or LP after board adoption and shareholder approval, or to a listed foreign entity if destination law permits and foreign-conversion procedures are met."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Georgia uses its conversion procedure for a foreign business corporation becoming a Georgia business corporation; the statute calls the transaction an election or conversion."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Georgia uses its conversion procedure for a Georgia business corporation becoming the same type under another jurisdiction, if that jurisdiction permits it."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The inbound-conversion provision lists the entity types eligible to become a Georgia business corporation."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Georgia business corporation may become the listed domestic or foreign entity types under the applicable target or outbound conversion provision."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "An outbound conversion of a Georgia business corporation requires the destination jurisdiction's law to permit the conversion."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The Georgia provisions use the terms “conversion” and “election,” including for a same-type move to another jurisdiction."
            }
          },
          "jurisdiction": "GA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
          "state": "Georgia"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0271.htm",
              "cell_locator": "HI.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign corporation or other entity may convert to a Hawaii corporation if its home-jurisdiction law permits the conversion and the transaction complies with that law."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0271.htm",
              "cell_locator": "HI.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Hawaii corporation may convert to a foreign corporation or another entity if § 414-271(a)'s five conditions are met, including shareholder approval and permission under destination law."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0271.htm",
              "cell_locator": "HI.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Hawaii treats a foreign corporation's move into Hawaii as a conversion, allowed when its home-jurisdiction law permits it and the transaction complies with that law."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0271.htm",
              "cell_locator": "HI.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Hawaii treats a corporation's move to foreign corporation status as a conversion; § 414-271(a)'s five conditions apply."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0003.htm",
              "cell_locator": "HI.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Eligible sources include foreign corporations and the domestic or foreign entity types within HRS § 414-3's broad “entity” definition."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0003.htm",
              "cell_locator": "HI.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Hawaii corporation may target a foreign corporation or another entity within HRS § 414-3's broad “entity” definition, subject to the conversion conditions."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0271.htm",
              "cell_locator": "HI.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The destination law must permit an outbound conversion, and an inbound converter must be permitted by and comply with its home-jurisdiction law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0271.htm",
              "cell_locator": "HI.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The Hawaii Business Corporation Act uses the term “conversion,” including for moves into and from foreign corporation status."
            }
          },
          "jurisdiction": "HI",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0271.htm",
          "state": "Hawaii"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
              "cell_locator": "IA.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic eligible entity may convert into an Iowa corporation under its organic-law procedures or statutory fallbacks; a foreign eligible entity may do so if its organic law permits."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
              "cell_locator": "IA.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "An Iowa corporation may convert to a domestic eligible entity or to a foreign eligible entity if that foreign entity's organic law permits the conversion."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
              "cell_locator": "IA.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign corporation may domesticate into Iowa if its organic law permits and it files articles of domestication with Iowa-compliant articles of incorporation attached."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
              "cell_locator": "IA.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "An Iowa corporation may domesticate to a foreign jurisdiction if that jurisdiction's organic law permits, after plan adoption, shareholder approval and filing articles of domestication."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
              "cell_locator": "IA.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Domestic or foreign nonprofit corporations and the unincorporated entity types defined in §490.140(58) are eligible conversion sources for an Iowa corporation."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
              "cell_locator": "IA.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "An Iowa corporation may convert to a domestic or foreign nonprofit corporation or an unincorporated entity type defined in §490.140(58)."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
              "cell_locator": "IA.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The other jurisdiction's organic law must permit a corporate domestication or a conversion involving a foreign eligible entity."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
              "cell_locator": "IA.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Iowa uses the statutory terms 'conversion' and 'domestication' in the Business Corporation Act."
            }
          },
          "jurisdiction": "IA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
          "state": "Iowa"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign entity may convert into an Idaho business corporation if its formation jurisdiction authorizes the conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "An Idaho business corporation may convert to a different domestic entity type; a foreign destination also requires authorization under that jurisdiction's law."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign business corporation may domesticate into Idaho if its formation jurisdiction authorizes the domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "An Idaho business corporation may domesticate into a foreign jurisdiction if that jurisdiction authorizes the domestication."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH21.pdf",
              "cell_locator": "ID.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "A foreign statutory “entity” of a different type may convert into an Idaho business corporation, subject to the foreign-law condition."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH21.pdf",
              "cell_locator": "ID.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "An Idaho business corporation may convert to any different statutory “entity” type, with a foreign-law condition for a foreign target."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "A cross-jurisdiction conversion or domestication must be authorized by the relevant foreign jurisdiction's law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Idaho uses the statutory term “domestication” for a same-type jurisdiction change."
            }
          },
          "jurisdiction": "ID",
          "last_checked": "2026-10-02",
          "official_source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
          "state": "Idaho"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic entity of another type may convert into an Illinois corporation; a foreign one may do so if its home jurisdiction's law authorizes it (805 ILCS 415/201(a)-(b); 805 ILCS 5/1.63)."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A domestic corporation may convert to a domestic entity of a different type, or to a foreign entity of a different type if the foreign jurisdiction's law authorizes it (805 ILCS 415/201(a); 805 ILCS 5/1.63)."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign business corporation may become an Illinois corporation by domestication if the law of its jurisdiction of organization authorizes it (805 ILCS 415/301(b); 805 ILCS 5/1.63)."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "An Illinois corporation may domesticate as a corporation of a foreign jurisdiction if that jurisdiction's law authorizes it, after approving a plan of domestication (805 ILCS 415/301(a), 302; 805 ILCS 5/1.63)."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Domestic or (if their law allows) foreign medical, nonprofit and professional service corporations, general partnerships (incl. LLPs), limited partnerships (incl. LLLPs) and LLCs may convert into an Illinois corporation (805 ILCS 415/201)."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "An Illinois corporation may convert into domestic or (if that law allows) foreign medical, nonprofit and professional service corporations, general partnerships (incl. LLPs), limited partnerships (incl. LLLPs) and LLCs (805 ILCS 415/201)."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Required: a conversion to or from a foreign entity, and a domestication into or out of Illinois, must be authorized by the law of the foreign jurisdiction (805 ILCS 415/201(a)(2), (b); 301(a)-(b))."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Illinois uses 'domestication' (Entity Omnibus Act Art. 3) for an entity moving its jurisdiction while keeping its type; a change of type, including across jurisdictions, is a 'conversion' (Art. 2)."
            }
          },
          "jurisdiction": "IL",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
          "state": "Illinois"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A different domestic entity type may convert into an Indiana business corporation; a different foreign type may do so if its formation jurisdiction authorizes it, subject to IC 23-0.6-4-1(c)-(e)."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "An Indiana business corporation may convert to a different domestic entity type, or to a different foreign type if the foreign jurisdiction authorizes it, subject to IC 23-0.6-4-1(c)-(e)."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign business corporation may become an Indiana business corporation by domestication if its formation jurisdiction authorizes the domestication and the IC 23-0.6-5 filing and approval rules are met."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "An Indiana business corporation may become the same entity type in a foreign jurisdiction by domestication if that jurisdiction authorizes it and the IC 23-0.6-5 plan, approval, and filing rules are met."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Entities of a different type may convert into an Indiana business corporation; the eligible source classes are the other listed for-profit entity types, excluding nonprofit corporations under IC 23-0.6-4-1(c),(e)."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "An Indiana business corporation may convert to the other listed for-profit entity types; conversion to a nonprofit corporation is barred by IC 23-0.6-4-1(c), and nonprofit corporations may not convert."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For a foreign conversion or domestication, Indiana requires authorization under the relevant foreign jurisdiction's law; an inbound foreign entity's formation law also must authorize the transaction."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Indiana uses the statutory term “domestication” for the same-type change of jurisdiction governed by IC 23-0.6-5."
            }
          },
          "jurisdiction": "IN",
          "last_checked": "2026-10-02",
          "official_source_url": "https://iga.in.gov/ic/2026/Title_23.html",
          "state": "Indiana"
        },
        {
          "cells": {
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              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
              "cell_locator": "KS.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A different foreign entity type may convert into a Kansas business corporation if its jurisdiction of organization authorizes the conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
              "cell_locator": "KS.corp.conversion_authorization_posture.outbound",
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              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Kansas business corporation may convert to a different domestic entity type or, if the destination law authorizes it, a different foreign entity type."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0501.html",
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              "value": "A foreign business corporation may domesticate into Kansas if its jurisdiction of organization authorizes the domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0501.html",
              "cell_locator": "KS.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Kansas business corporation may domesticate into a foreign jurisdiction if that jurisdiction authorizes the domestication."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0102.html",
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              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The Act's entity definition supplies the types that may convert into a Kansas business corporation; conversion requires a different type."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0102.html",
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              "source_field": "eligible_target_types",
              "value": "The Act's entity definition supplies the types into which a Kansas business corporation may convert; conversion requires a different type."
            },
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              "source_field": "paired_jurisdiction_authorization",
              "value": "A conversion involving a foreign jurisdiction requires authorization under that jurisdiction's law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0102.html",
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              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Kansas uses and defines the term domestication for a same-entity continuation under a different jurisdiction's organic law."
            }
          },
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          "last_checked": "2026-10-02",
          "official_source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
          "state": "Kansas"
        },
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          "cells": {
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              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/chapter.aspx?id=38519",
              "cell_locator": "KY.corp.conversion_authorization_posture.inbound",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=44360",
              "cell_locator": "KY.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Kentucky corporation may convert into an LLC or statutory trust under the named target-entity statutes."
            },
            "domestication_inbound": {
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            },
            "domestication_outbound": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/chapter.aspx?id=38519",
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              "publish_status": "typed_unknown",
              "source_field": "domestication_outbound",
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            },
            "eligible_source_types": {
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            },
            "eligible_target_types": {
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              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "Stated corporate conversion targets are a limited liability company and statutory trust."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=44360",
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              "source_field": "paired_jurisdiction_authorization",
              "value": "unknown",
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            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=44360",
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              "source_field": "redomiciliation_term_used",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            }
          },
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          "last_checked": "2026-10-03",
          "official_source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=44360",
          "state": "Kentucky"
        },
        {
          "cells": {
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              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic unincorporated entity may convert into a Louisiana business corporation; a foreign unincorporated entity may do so only if its organic law authorizes the move."
            },
            "conversion_authorization_posture.outbound": {
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              "value": "A domestic Louisiana business corporation may convert to a domestic unincorporated entity, or to a foreign unincorporated entity if the destination law permits."
            },
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            },
            "domestication_outbound": {
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              "source_field": "domestication_outbound",
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            },
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              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Domestic and foreign unincorporated entities of the listed types may convert into a Louisiana business corporation, subject to the foreign entity's organic law."
            },
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              "value": "A domestic Louisiana business corporation may convert into the listed domestic or foreign unincorporated entity types, subject to foreign destination law."
            },
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            },
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            }
          },
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            },
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            },
            "domestication_inbound": {
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            },
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          },
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              "value": "An other entity may convert to a Maryland corporation using the approval method and vote required by its governing document and organizing law."
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              "value": "Maryland treats a foreign corporation becoming a Maryland corporation having capital stock as a conversion: § 3-902 approval, then articles of conversion and articles of incorporation."
            },
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              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Maryland treats a Maryland corporation becoming a foreign corporation as a conversion: § 3-902 approval, then articles of conversion, unless the charter provides otherwise."
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              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=3-901&enactments=false",
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              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The eight listed entity types, from a foreign corporation to an unincorporated business, may convert into a Maryland corporation having capital stock."
            },
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              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
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              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
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              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The Maryland General Corporation Law uses the term “conversion” for this transaction."
            }
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              "publish_status": "publish_ready",
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              "source_field": "domestication_inbound",
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            },
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              "source_field": "domestication_outbound",
              "value": "A Maine business corporation may domesticate to another jurisdiction only when that jurisdiction permits it and Maine's plan-approval procedure is followed."
            },
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              "cell_citation_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch1.pdf",
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            },
            "eligible_target_types": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch1.pdf",
              "cell_locator": "ME.corp.eligible_target_types",
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              "source_field": "eligible_target_types",
              "value": "A Maine business corporation may convert into a domestic or qualifying foreign unincorporated entity within the statutory definition."
            },
            "paired_jurisdiction_authorization": {
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              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The other jurisdiction's law must permit an interstate corporation domestication or the covered foreign unincorporated-entity conversion."
            },
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              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The Maine Business Corporation Act uses the term domestication for a corporation's same-type home-jurisdiction move."
            }
          },
          "jurisdiction": "ME",
          "last_checked": "2026-10-02",
          "official_source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf",
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        {
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              "value": "A business organization may convert into a Michigan corporation if source law permits and the approval, certificate, and articles requirements are met."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1745",
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              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Michigan corporation may convert into a business organization if destination law permits and the plan, approval, formation-document, and certificate requirements are met."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1746",
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              "value": "A foreign corporation may become a Michigan corporation through conversion when source law permits and all stated requirements are met."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1745",
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              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Michigan corporation may become a foreign corporation through conversion when destination law permits and all stated requirements are met."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-284-of-1972.pdf",
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              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The inbound class includes domestic or foreign LLCs, limited and general partnerships, and other domestic or foreign incorporated or unincorporated enterprises, but not a domestic corporation."
            },
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              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-284-of-1972.pdf",
              "cell_locator": "MI.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The outbound class includes domestic or foreign LLCs, limited and general partnerships, and other domestic or foreign incorporated or unincorporated enterprises, but not a domestic corporation."
            },
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              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Outbound conversion requires destination-law permission; inbound conversion requires source-law permission and compliance."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1746",
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              "source_field": "redomiciliation_term_used",
              "value": "The Business Corporation Act calls the same-type foreign-to-domestic and domestic-to-foreign routes conversion, not domestication."
            }
          },
          "jurisdiction": "MI",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1745",
          "state": "Michigan"
        },
        {
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              "source_field": "conversion_authorization_posture.inbound",
              "value": "A permitted organization may convert into a Minnesota business corporation if its governing statute authorizes the transaction and the Minnesota filing rule is satisfied."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
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            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
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            },
            "domestication_outbound": {
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              "value": "A Minnesota business corporation may move its home jurisdiction out of Minnesota through the statute's stated procedure and paired-jurisdiction conditions."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
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              "value": "The organization definition and inbound conversion clause state the source-organization scope for conversion into a Minnesota business corporation."
            },
            "eligible_target_types": {
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            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
              "cell_locator": "MN.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The other organization's governing statute must authorize the conversion, and the transaction may not be prohibited by the governing jurisdictions' law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
              "cell_locator": "MN.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Minnesota uses conversion, domiciled for a same-type change of home jurisdiction involving a business corporation."
            }
          },
          "jurisdiction": "MN",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
          "state": "Minnesota"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "An “other entity,” including an LLC, LP, or foreign corporation, may convert to a Missouri corporation."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
              "cell_locator": "MO.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Missouri corporation may convert to the listed business forms, including a foreign corporation."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Missouri calls the procedure a conversion: a foreign corporation may convert into a Missouri corporation."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
              "cell_locator": "MO.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Missouri calls the procedure a conversion: a Missouri corporation may convert into a foreign corporation."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Missouri's inbound-corporation conversion rule reaches LLCs, LPs, listed trusts and associations, other unincorporated businesses, and foreign corporations."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
              "cell_locator": "MO.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Missouri corporation may convert to the listed LLC, partnership, trust, association, unincorporated-business, or foreign-corporation forms."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The captured conversion provisions state no requirement that the other jurisdiction's law authorize the conversion."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
              "cell_locator": "MO.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Missouri uses “conversion,” including for a Missouri corporation becoming a foreign corporation."
            }
          },
          "jurisdiction": "MO",
          "last_checked": "2026-10-03",
          "official_source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
          "state": "Missouri"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
              "cell_locator": "MS.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign entity may convert into a Mississippi business corporation of a different type only after Article 5 domestication and authorization under its formation law."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
              "cell_locator": "MS.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Mississippi business corporation may convert to a different entity type; a foreign target also requires authorization under its formation law and prior Article 5 compliance."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign business corporation may domesticate into Mississippi as the same entity type if its formation jurisdiction authorizes the domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A domestic Mississippi business corporation may domesticate to a foreign jurisdiction as the same entity type if that jurisdiction authorizes the domestication."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Eligible conversion sources are the § 79-37-102(12) entity types other than business corporation; charitable organizations may not convert."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "Eligible conversion targets are the § 79-37-102(12) entity types other than business corporation; charitable organizations may not convert."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For domestication, Mississippi requires the relevant foreign jurisdiction's law to authorize the transaction."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The Mississippi statute uses and defines the term “domestication.”"
            }
          },
          "jurisdiction": "MS",
          "last_checked": "2026-10-03",
          "official_source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
          "state": "Mississippi"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0300/0350-0140-0090-0300.html",
              "cell_locator": "MT.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic or foreign eligible entity may convert to a Montana business corporation subject to its organic-law authorization and the part 9 filing rules."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0300/0350-0140-0090-0300.html",
              "cell_locator": "MT.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Montana business corporation may convert to a domestic eligible entity or, if its organic law permits, a foreign eligible entity."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0200/0350-0140-0090-0200.html",
              "cell_locator": "MT.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign business corporation may become a Montana corporation if the foreign corporation's organic law permits and the statutory approval and filing rules are met."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0200/0350-0140-0090-0200.html",
              "cell_locator": "MT.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Montana business corporation may become a foreign corporation if the foreign corporation's organic law permits and the statutory approval and filing rules are met."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0010/section_0400/0350-0140-0010-0400.html",
              "cell_locator": "MT.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The corporation conversion provisions use “eligible entity,” defined as a domestic or foreign unincorporated entity or nonprofit corporation, for conversions into a corporation."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0010/section_0400/0350-0140-0010-0400.html",
              "cell_locator": "MT.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The corporation conversion provisions use “eligible entity,” defined as a domestic or foreign unincorporated entity or nonprofit corporation, for conversions from a corporation."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0300/0350-0140-0090-0300.html",
              "cell_locator": "MT.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Foreign conversion and domestication require permission under the relevant foreign entity's organic law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0010/0350-0140-0090-0010.html",
              "cell_locator": "MT.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The Montana Business Corporation Act uses and defines the term “domestication.”"
            }
          },
          "jurisdiction": "MT",
          "last_checked": "2026-10-02",
          "official_source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0300/0350-0140-0090-0300.html",
          "state": "Montana"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
              "cell_locator": "NC.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "North Carolina conditionally authorizes conversion into a domestic CORP when the governing entity law permits it."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
              "cell_locator": "NC.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "North Carolina conditionally authorizes conversion out of a domestic CORP when the governing entity law permits it."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
              "cell_locator": "NC.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign CORP may become a North Carolina CORP through the statute's conversion procedure when its governing law permits it."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
              "cell_locator": "NC.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A North Carolina CORP may become a foreign CORP through conversion when the destination law permits it."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
              "cell_locator": "NC.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The CORP inbound-conversion provision uses the statute's defined domestic-and-foreign entity universe, excluding only the domestic destination form."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
              "cell_locator": "NC.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic CORP may convert to a different entity in the statute's defined domestic-and-foreign entity universe."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
              "cell_locator": "NC.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The law governing the converting or resulting foreign entity must permit the conversion, and the converting entity must comply with applicable law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
              "cell_locator": "NC.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The North Carolina CORP statute uses conversion, rather than domestication, for covered same-form interstate moves."
            }
          },
          "jurisdiction": "NC",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
          "state": "North Carolina"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
              "cell_locator": "ND.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "An organization other than a business corporation may convert into a North Dakota business corporation if the other organization's governing law authorizes and permits it."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
              "cell_locator": "ND.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A North Dakota business corporation may convert to another organization other than a general partnership if the other organization's governing law authorizes and permits it."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
              "cell_locator": "ND.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "North Dakota treats the inbound same-type jurisdiction move as a conversion involving a foreign business corporation, subject to the other organization's governing law."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
              "cell_locator": "ND.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "North Dakota treats the outbound same-type jurisdiction move as a conversion involving a foreign business corporation, subject to the other organization's governing law."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
              "cell_locator": "ND.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The statutory organization types other than a business corporation, excluding the listed nonprofit forms, may be sources for conversion into that entity type."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
              "cell_locator": "ND.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A North Dakota business corporation may convert to another statutory organization type other than a general partnership, subject to the nonprofit exclusions."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
              "cell_locator": "ND.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The other organization's governing statute must authorize the conversion, the enacting jurisdiction's law must not prohibit it, and the organization must comply with that statute."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
              "cell_locator": "ND.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The North Dakota business corporation statute uses the term “conversion” for a same-type jurisdiction move involving its foreign counterpart."
            }
          },
          "jurisdiction": "ND",
          "last_checked": "2026-10-02",
          "official_source_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
          "state": "North Dakota"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C143",
              "cell_locator": "NE.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic or foreign unincorporated entity may convert to a Nebraska business corporation under the applicable organic-law conditions."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C143",
              "cell_locator": "NE.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Nebraska business corporation may convert to a domestic unincorporated entity or to a foreign unincorporated entity whose jurisdiction permits it."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C127",
              "cell_locator": "NE.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign business corporation may domesticate into Nebraska only if its organic law permits the domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C127",
              "cell_locator": "NE.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Nebraska business corporation may domesticate elsewhere if the destination law permits it and the corporation adopts a plan under Nebraska law."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-214",
              "cell_locator": "NE.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Domestic or foreign qualifying unincorporated entities may be conversion sources for a Nebraska business corporation."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-214",
              "cell_locator": "NE.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Nebraska business corporation may convert to a qualifying domestic or foreign unincorporated entity."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C143",
              "cell_locator": "NE.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Foreign conversion and domestication routes depend on authorization or permission under the other jurisdiction's law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C127",
              "cell_locator": "NE.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Nebraska's corporation statute uses the terms entity conversion and domestication."
            }
          },
          "jurisdiction": "NE",
          "last_checked": "2026-10-03",
          "official_source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C143",
          "state": "Nebraska"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
              "cell_locator": "NH.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic unincorporated entity may convert to a New Hampshire corporation; a foreign one may do so if its organic law authorizes it."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
              "cell_locator": "NH.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A New Hampshire corporation may convert to a domestic unincorporated entity or, if destination law permits, a foreign unincorporated entity."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
              "cell_locator": "NH.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign business corporation may domesticate into New Hampshire only if its organic law permits the domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
              "cell_locator": "NH.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A New Hampshire corporation may domesticate into a foreign jurisdiction if that jurisdiction permits the domestication."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
              "cell_locator": "NH.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Domestic or foreign unincorporated entities within the Act's definition may convert into a New Hampshire corporation."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
              "cell_locator": "NH.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A New Hampshire corporation may convert to a domestic or foreign unincorporated entity within the Act's definition."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
              "cell_locator": "NH.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Foreign conversions require authorization under the law or organic law governing the foreign unincorporated entity."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
              "cell_locator": "NH.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The Business Corporation Act uses the term domestication for a same-form jurisdictional move."
            }
          },
          "jurisdiction": "NH",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
          "state": "New Hampshire"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion",
              "cell_locator": "NJ.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "An eligible other entity may convert into a New Jersey corporation after the plan and certificate of incorporation receive the required authorization."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-2%20conversion%5D14A%3A11A-2%20conversion&xhitlist_vq=14A%3A11A-2%20conversion",
              "cell_locator": "NJ.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A New Jersey corporation may convert to another entity after the board adopts a plan and all outstanding shares approve it."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion",
              "cell_locator": "NJ.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign corporation may become a New Jersey corporation through the statute's conversion procedure."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-2%20conversion%5D14A%3A11A-2%20conversion&xhitlist_vq=14A%3A11A-2%20conversion",
              "cell_locator": "NJ.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A New Jersey corporation may become a foreign corporation through the statute's conversion procedure."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion",
              "cell_locator": "NJ.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The statute's complete “other entity” definition lists the source types that may convert into a New Jersey corporation."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-2%20conversion%5D14A%3A11A-2%20conversion&xhitlist_vq=14A%3A11A-2%20conversion",
              "cell_locator": "NJ.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The statute's complete “other entity” definition lists the target types to which a New Jersey corporation may convert."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion",
              "cell_locator": "NJ.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The complete corporate-conversion provisions do not require paired-jurisdiction authorization or nonprohibition."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion",
              "cell_locator": "NJ.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The corporation act uses “conversion,” including for foreign-corporation same-type jurisdiction moves."
            }
          },
          "jurisdiction": "NJ",
          "last_checked": "2026-10-03",
          "official_source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-2%20conversion%5D14A%3A11A-2%20conversion&xhitlist_vq=14A%3A11A-2%20conversion",
          "state": "New Jersey"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A New Mexico LLC may convert into a New Mexico corporation after the stated approval, agreement, and filing steps."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A New Mexico corporation may convert to a New Mexico LLC after the stated approval, agreement, and filing steps."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No statutory authorization was located for an inbound same-type jurisdictional move of a New Mexico business corporation."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No statutory authorization was located for an outbound same-type jurisdictional move of a New Mexico business corporation."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "A domestic New Mexico LLC is the different entity type identified for conversion into a New Mexico corporation."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A New Mexico corporation may convert to a New Mexico LLC under the Limited Liability Company Act."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "No paired-jurisdiction authorization condition was stated for conversion of a New Mexico business corporation."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "No operative domestication, continuance, or redomestication term was located for a New Mexico business corporation."
            }
          },
          "jurisdiction": "NM",
          "last_checked": "2026-10-03",
          "official_source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
          "state": "New Mexico"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "NRS 92A.195(1) lets a foreign entity of any type convert into a domestic corporation if the foreign jurisdiction's law permits it and the parties comply with NRS 92A.205-240."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "NRS 92A.105(1) lets a domestic corporation convert into a different-type domestic entity or a foreign entity; NRS 92A.195(2) conditions the foreign-entity case on the destination jurisdiction's law permitting it."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "NRS 92A.270 lets any 'undomesticated organization' (a term naming 'private law corporation') become domesticated in Nevada as a domestic corporation, on Secretary of State filing plus internal and foreign-law approval."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Nevada has no separate outbound-domestication statute; a domestic corporation moving to another jurisdiction without changing type does so as a conversion into a 'foreign entity' under NRS 92A.105(1)/92A.195(2)."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Any foreign or domestic corporation (for-profit or not), LLC, LP, business trust, or general partnership may convert into a domestic corporation; a domestic nonprofit corporation may not be the converting (source) entity."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic corporation may convert into any 'entity' as chapter 92A defines that term: a corporation (for-profit or not), LLC, LP, or business trust, foreign or domestic."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Both conversion directions require the other jurisdiction's law to permit the transaction (NRS 92A.195(1)(a), (2)(a)); inbound domestication requires approval under 'applicable foreign law' (NRS 92A.270(6)(b))."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Chapter 92A's title and NRS 92A.270's heading use 'domestication' for an inbound jurisdiction-only move; an outbound same-type move is done as a 'conversion' (NRS 92A.105/195)."
            }
          },
          "jurisdiction": "NV",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
          "state": "Nevada"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
              "cell_locator": "NY.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "No provision authorizing another entity type to convert into a New York business corporation was located in the Business Corporation Law, the LLC Law or the Partnership Law."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
              "cell_locator": "NY.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "No provision authorizing a New York business corporation to convert into another entity type was located in the Business Corporation Law, the LLC Law or the Partnership Law."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/BSC/1309",
              "cell_locator": "NY.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "The Business Corporation Law has no procedure for a foreign corporation to domesticate or transfer into New York as a domestic corporation; a full-text search of all 250 sections found none."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/BSC/1309",
              "cell_locator": "NY.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "The Business Corporation Law has no procedure for a New York corporation to domesticate or transfer into another jurisdiction; a full-text search of all 250 sections found none."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
              "cell_locator": "NY.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The Business Corporation Law provides no conversion into a New York business corporation, so no eligible source entity types are stated."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
              "cell_locator": "NY.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The Business Corporation Law provides no conversion of a New York business corporation, so no eligible target entity types are stated."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
              "cell_locator": "NY.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "With no conversion or domestication procedure in the Business Corporation Law, no requirement that another jurisdiction's law permit such a transaction is stated."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/BSC/1309",
              "cell_locator": "NY.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "BCL § 1309 uses 'change of jurisdiction' only for an authorized foreign corporation whose jurisdiction of incorporation changed under other laws; no domestication, redomestication or reincorporation term appears."
            }
          },
          "jurisdiction": "NY",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
          "state": "New York"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
              "cell_locator": "OH.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic or foreign entity may convert into a domestic Ohio corporation when its governing law permits it."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
              "cell_locator": "OH.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A domestic Ohio corporation may convert to another domestic or foreign entity form when the receiving law permits it."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
              "cell_locator": "OH.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign corporation may become a domestic Ohio corporation through the statute's conversion procedure when its governing law permits."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
              "cell_locator": "OH.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A domestic Ohio corporation may become a foreign corporation through conversion when the receiving jurisdiction's law permits."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
              "cell_locator": "OH.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Eligible inbound source types are the statute's listed domestic or foreign entity forms, subject to the target-form exclusions."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
              "cell_locator": "OH.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "Eligible outbound target types are the statute's listed domestic or foreign entity forms, subject to the source-form exclusions."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
              "cell_locator": "OH.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The other entity's governing chapter or jurisdictional law must permit the conversion."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
              "cell_locator": "OH.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Ohio uses the term “conversion” for the statutory procedure that can accomplish a same-form move into or out of Ohio."
            }
          },
          "jurisdiction": "OH",
          "last_checked": "2026-10-03",
          "official_source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
          "state": "Ohio"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553203",
              "cell_locator": "OK.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "An entity within § 1090.4(A)'s defined class may convert to an Oklahoma corporation by the stated approval and simultaneous-filing procedure."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553208",
              "cell_locator": "OK.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "An Oklahoma corporation may convert to a statutory “entity”; board and shareholder approval applies, with added consent for shareholders becoming general partners."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553203",
              "cell_locator": "OK.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign corporation may become an Oklahoma corporation through the procedure the statute calls conversion."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553208",
              "cell_locator": "OK.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "An Oklahoma corporation may become a foreign corporation through the procedure the statute calls conversion."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553203",
              "cell_locator": "OK.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The inbound definition includes partnerships, foreign corporations, LLCs, and qualifying associations, trusts, or enterprises."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553208",
              "cell_locator": "OK.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The outbound definition includes partnerships, foreign corporations, LLCs, and qualifying associations, trusts, or enterprises."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553203",
              "cell_locator": "OK.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "No paired-jurisdiction authorization condition is stated in the captured corporation conversion sections."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553208",
              "cell_locator": "OK.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The same-type interstate move is authorized under the statutory term “conversion,” not a separate domestication article."
            }
          },
          "jurisdiction": "OK",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553208",
          "state": "Oklahoma"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
              "cell_locator": "OR.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A business entity within Oregon's statutory definition may convert into an Oregon business corporation by approving a plan and filing articles of conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
              "cell_locator": "OR.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "An Oregon business corporation may convert to a qualifying business entity in Oregon or another jurisdiction under the stated plan, filing, foreign-authorization, and compliance rules."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
              "cell_locator": "OR.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Oregon calls the transaction a conversion: a foreign business corporation within the business-entity definition may convert into an Oregon business corporation through the stated plan and filing process."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
              "cell_locator": "OR.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Oregon calls the transaction a conversion: an Oregon business corporation may convert into a foreign business corporation if the other jurisdiction permits it and all stated conditions are met."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
              "cell_locator": "OR.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The business-entity definition enumerates the entity forms eligible to convert into an Oregon business corporation, including qualifying forms organized under comparable foreign law."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
              "cell_locator": "OR.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The business-entity definition enumerates the entity forms eligible as conversion targets for an Oregon business corporation, subject to the authorization clauses."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
              "cell_locator": "OR.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For conversion of an Oregon business corporation into an entity organized in another jurisdiction, that jurisdiction's law must permit the conversion."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
              "cell_locator": "OR.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Oregon uses “conversion” for a same-type change of home jurisdiction involving a business corporation."
            }
          },
          "jurisdiction": "OR",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
          "state": "Oregon"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign association of a different type may convert into a Pennsylvania business corporation if its formation jurisdiction authorizes the conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Pennsylvania business corporation may convert to a different domestic type or banking institution, and to a different foreign type if the foreign law authorizes it."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign business corporation may domesticate into Pennsylvania as the same type because Title 15 provides for forming that type."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Pennsylvania business corporation may domesticate to the same type in a foreign jurisdiction if that jurisdiction authorizes the domestication."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000.",
              "cell_locator": "PA.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Sources into a Pennsylvania business corporation include the other Title 15 entity types and a domestic banking institution; foreign associations must be a different type."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000.",
              "cell_locator": "PA.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Pennsylvania business corporation may target the other Title 15 entity types or a domestic banking institution; a foreign target must be a different type."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For a conversion involving a foreign association, the relevant foreign jurisdiction's law must authorize the conversion."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000.",
              "cell_locator": "PA.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Pennsylvania uses and defines the statutory terms “conversion” and “domestication.”"
            }
          },
          "jurisdiction": "PA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
          "state": "Pennsylvania"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1007.htm",
              "cell_locator": "RI.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "An entity within the statutory definition may convert to a Rhode Island corporation."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1008.htm",
              "cell_locator": "RI.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Rhode Island corporation may convert to the listed entity and business forms."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1007.htm",
              "cell_locator": "RI.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign corporation may become a Rhode Island corporation through the statute's conversion procedure."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1008.htm",
              "cell_locator": "RI.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Rhode Island corporation may become a foreign corporation through the statute's conversion procedure."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1007.htm",
              "cell_locator": "RI.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The inbound definition includes LLCs, partnerships, trusts, other unincorporated entities, and foreign corporations."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1008.htm",
              "cell_locator": "RI.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Rhode Island corporation may convert to the listed LLC, partnership, trust, other entity, or foreign-corporation forms."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1007.htm",
              "cell_locator": "RI.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The corporation conversion provisions do not state that the other jurisdiction must authorize the transaction."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1008.htm",
              "cell_locator": "RI.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The corporation act uses “conversion,” including for a move to a foreign corporation."
            }
          },
          "jurisdiction": "RI",
          "last_checked": "2026-10-02",
          "official_source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1008.htm",
          "state": "Rhode Island"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c011.php",
              "cell_locator": "SC.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A partnership, limited partnership, or LLC may convert to a South Carolina corporation."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c011.php",
              "cell_locator": "SC.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A South Carolina corporation may convert to an LLC, partnership, or limited partnership."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c009.php",
              "cell_locator": "SC.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign corporation may become a South Carolina corporation by filing articles of domestication and the required initial annual report, then making the former-state filing within five business days."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c009.php",
              "cell_locator": "SC.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No express procedure authorizing a South Carolina corporation to domesticate out as a foreign corporation was located in the complete captured corporation provisions."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c011.php",
              "cell_locator": "SC.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Partnerships, limited partnerships, and LLCs may convert into South Carolina corporations."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c011.php",
              "cell_locator": "SC.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A South Carolina corporation may convert into an LLC, partnership, or limited partnership."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c011.php",
              "cell_locator": "SC.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "South Carolina's corporation conversion and inbound-domestication provisions do not state that the other jurisdiction must authorize the transaction."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c009.php",
              "cell_locator": "SC.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "South Carolina uses the statutory term “domestication” for a foreign corporation becoming domestic."
            }
          },
          "jurisdiction": "SC",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.scstatehouse.gov/code/t33c011.php",
          "state": "South Carolina"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-950.2",
              "cell_locator": "SD.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic unincorporated entity may convert to a South Dakota business corporation; a foreign unincorporated entity must be authorized by its organic law."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-950",
              "cell_locator": "SD.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A South Dakota business corporation may convert to a domestic unincorporated entity; conversion to a foreign unincorporated entity requires permission under the foreign jurisdiction's law."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-920",
              "cell_locator": "SD.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign business corporation may domesticate into South Dakota only if its organic law permits domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-920.1",
              "cell_locator": "SD.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A South Dakota business corporation may domesticate elsewhere if the foreign jurisdiction permits it and the corporation adopts a plan under South Dakota law."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-140",
              "cell_locator": "SD.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "A domestic or foreign unincorporated entity within the statute's full definition may be a conversion source for a South Dakota business corporation."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-140",
              "cell_locator": "SD.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A South Dakota business corporation may convert to a domestic or foreign unincorporated entity within the statute's full definition."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-920",
              "cell_locator": "SD.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Foreign conversion and domestication routes require permission or authorization under the other jurisdiction's law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-920",
              "cell_locator": "SD.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The South Dakota corporation statute uses entity conversion and domestication."
            }
          },
          "jurisdiction": "SD",
          "last_checked": "2026-10-03",
          "official_source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-950",
          "state": "South Dakota"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
              "cell_locator": "TN.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic unincorporated entity may convert into a Tennessee corporation; a foreign one may do so if its organic law authorizes the move."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
              "cell_locator": "TN.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Tennessee business corporation may convert to a domestic unincorporated entity or, if destination law permits, a foreign one."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
              "cell_locator": "TN.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No procedure authorizing a foreign business corporation to become a Tennessee corporation was located in the captured transaction chapter."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
              "cell_locator": "TN.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No procedure authorizing a Tennessee business corporation to become a foreign business corporation was located in the captured transaction chapter."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
              "cell_locator": "TN.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Domestic or foreign unincorporated entities within the full statutory definition may convert into a Tennessee corporation."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
              "cell_locator": "TN.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Tennessee corporation may convert to a domestic or foreign unincorporated entity within the full statutory definition."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
              "cell_locator": "TN.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Foreign outbound and inbound conversions require permission under the law or organic law of the foreign jurisdiction."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
              "cell_locator": "TN.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The captured corporate transaction chapter states no operative term for a same-form jurisdictional move."
            }
          },
          "jurisdiction": "TN",
          "last_checked": "2026-10-03",
          "official_source_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
          "state": "Tennessee"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic entity of a different type, or a non-code organization whose own law or governing documents permit it, may convert into a Texas corporation; a nonprofit corporation or association may not convert into a for-profit entity."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Texas for-profit corporation may convert into a different type of domestic entity or a non-code organization by plan of conversion, subject to the converted entity's governing law and owner-consent limits (BOC §10.101)."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign corporation may become a Texas corporation by converting as a non-code organization under BOC §10.102, a continuance its home law may treat as a domestication, continuance or transfer, if its own law or documents permit it."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Texas corporation may continue as a foreign corporation by converting into a non-code organization under BOC §10.101; it may not take effect if prohibited by or inconsistent with the law of the new jurisdiction."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "A Texas corporation may result from conversion of a domestic entity of another type or a non-code organization (an organization other than a domestic entity); a nonprofit corporation or association may not convert into a for-profit entity."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Texas corporation may convert into a different type of domestic entity or into a non-code organization, defined as any organization other than a domestic entity (BOC §§10.101(a), 1.002(56))."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "A conversion may not take effect if prohibited by or inconsistent with the converted entity's governing law, and a non-code organization's conversion must be permitted by its own law or governing documents (BOC §§10.101(d), 10.102(c))."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm",
              "cell_locator": "TX.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Texas uses 'conversion', defined to include a continuance another jurisdiction may treat as a domestication, continuance or transfer, and 'conversion and continuance' for non-U.S. moves (BOC §§1.002(10), 10.1025)."
            }
          },
          "jurisdiction": "TX",
          "last_checked": "2026-10-02",
          "official_source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
          "state": "Texas"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A different foreign entity type may convert into a Utah business corporation if its formation jurisdiction authorizes the conversion; domestic sources use Section 902(1)."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Utah business corporation may convert to a different domestic entity type, or to a foreign type if the destination law authorizes the conversion."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign business corporation may domesticate into Utah as the same entity type if its formation jurisdiction authorizes the domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Utah business corporation may domesticate to a foreign jurisdiction as the same entity type if that jurisdiction authorizes the domestication."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Any statutory entity type other than a business corporation may be a conversion source; foreign sources also need authorization under their formation law."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Utah business corporation may convert to any other statutory entity type; a foreign target also requires authorization under its formation law."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Foreign conversion and domestication involving a Utah business corporation require authorization under the paired foreign jurisdiction's law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Utah uses the term 'domestication' for a same-type jurisdictional move of a business corporation."
            }
          },
          "jurisdiction": "UT",
          "last_checked": "2026-10-02",
          "official_source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
          "state": "Utah"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/",
              "cell_locator": "VA.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic eligible entity, or a foreign eligible entity whose organic law permits, may convert into a Virginia stock corporation."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/",
              "cell_locator": "VA.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Virginia stock corporation may convert to a domestic eligible entity or, if destination law permits, a foreign eligible entity."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.1/",
              "cell_locator": "VA.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign corporation may domesticate into Virginia if its organic law permits the domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.1/",
              "cell_locator": "VA.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Virginia corporation not required to remain domestic may domesticate out if the resulting corporation's organic law permits it."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacode/title13.1/chapter9/section13.1-603/",
              "cell_locator": "VA.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Eligible sources are domestic or foreign unincorporated entities and domestic or foreign nonstock corporations, as defined by the Act."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacode/title13.1/chapter9/section13.1-603/",
              "cell_locator": "VA.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Virginia stock corporation may convert to a domestic or foreign unincorporated entity or nonstock corporation within the defined eligible-entity class."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/",
              "cell_locator": "VA.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Foreign conversion and domestication routes require permission under the foreign entity's organic law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.1/",
              "cell_locator": "VA.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The Stock Corporation Act uses domestication for same-type jurisdiction changes and conversion for entity-type changes."
            }
          },
          "jurisdiction": "VA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/",
          "state": "Virginia"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11A/011/00002",
              "cell_locator": "VT.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic organization may convert to a Vermont corporation; a foreign noncorporate organization may do so when its formation law authorizes the conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11A/011/00002",
              "cell_locator": "VT.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Vermont corporation may convert to a different type of domestic organization after approving a plan and filing a statement of conversion."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11A/011/00013",
              "cell_locator": "VT.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign corporation may domesticate into Vermont if its governing statute and organizational documents permit it and it completes the plan, approval, and filing requirements."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11A/011/00013",
              "cell_locator": "VT.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Vermont corporation may domesticate as a foreign corporation if its organizational documents permit it and it completes the statutory plan, approval, filing, and surrender steps."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11A/011/00002",
              "cell_locator": "VT.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The statute's complete organization definition supplies the domestic source types; the foreign route excludes a foreign corporation and requires authorization under its formation law."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11A/011/00002",
              "cell_locator": "VT.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Vermont corporation may convert to any different domestic organization within the statute's complete organization definition."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11A/011/00002",
              "cell_locator": "VT.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "A foreign noncorporate source may convert into a Vermont corporation only if its jurisdiction-of-formation law authorizes the conversion; domestic routes do not state that condition."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11A/011/00001",
              "cell_locator": "VT.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Vermont uses “domestication” for a corporation's same-type move between jurisdictions."
            }
          },
          "jurisdiction": "VT",
          "last_checked": "2026-10-03",
          "official_source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00002",
          "state": "Vermont"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.010",
              "cell_locator": "WA.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "An other entity may convert into a Washington domestic corporation when its organic law permits the conversion and its approval procedure is followed."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.010",
              "cell_locator": "WA.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Washington domestic corporation may convert into an other entity when the other entity's organic law permits the conversion and the statutory approval and filing steps are completed."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.010",
              "cell_locator": "WA.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Washington treats a foreign corporation becoming a domestic corporation as an entity conversion because the defined term “other entity” includes foreign corporations."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.010",
              "cell_locator": "WA.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Washington treats a domestic corporation becoming a foreign corporation as an entity conversion because the defined term “other entity” includes foreign corporations."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.005",
              "cell_locator": "WA.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The defined source class includes foreign corporations and the listed partnership, LLC, joint-venture, trust, and profit unincorporated-association forms, subject to the stated exclusions."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.005",
              "cell_locator": "WA.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic corporation may convert to an “other entity,” including a foreign corporation and the listed partnership, LLC, joint-venture, trust, and profit unincorporated-association forms."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.010",
              "cell_locator": "WA.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The conversion must be permitted by the organic law of the other entity."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.010",
              "cell_locator": "WA.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The corporation statute uses “entity conversion” for the transaction, including same-type foreign and domestic corporate moves."
            }
          },
          "jurisdiction": "WA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.010",
          "state": "Washington"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/180.1161",
              "cell_locator": "WI.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign or domestic entity other than a Wisconsin corporation may convert to one when source law permits and the definition, plan, approval, and filing rules are met."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/180.1161",
              "cell_locator": "WI.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Wisconsin corporation may convert to another domestic entity type or any foreign entity type when both governing laws permit and the statutory procedures are met."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/180.1161",
              "cell_locator": "WI.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign corporation may become a Wisconsin corporation through the statute's conversion procedure when source law and the stated requirements are satisfied."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/180.1161",
              "cell_locator": "WI.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Wisconsin corporation may become a foreign corporation through conversion when destination law and the stated plan, approval, and filing requirements are satisfied."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/180.0103",
              "cell_locator": "WI.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The inbound class is any listed entity other than a Wisconsin corporation; the statutory entity definition expressly includes a foreign corporation."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/180.0103",
              "cell_locator": "WI.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Wisconsin corporation may convert to another domestic entity type or any foreign entity type; the entity definition includes a foreign corporation."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/180.1161",
              "cell_locator": "WI.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Outbound conversion requires both governing laws to permit it; inbound conversion requires permission under the converting entity's governing law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/statutes/statutes/180/xi",
              "cell_locator": "WI.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Chapter 180 uses “conversion” for same-type foreign moves and “domestication” for its separate dual-status non-U.S. procedure."
            }
          },
          "jurisdiction": "WI",
          "last_checked": "2026-10-03",
          "official_source_url": "https://docs.legis.wisconsin.gov/document/statutes/180.1161",
          "state": "Wisconsin"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://code.wvlegislature.gov/31D-11-1109/",
              "cell_locator": "WV.corp.conversion_authorization_posture.inbound",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://code.wvlegislature.gov/31d-11-1109/",
              "cell_locator": "WV.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A domestic West Virginia corporation may convert to a domestic West Virginia limited liability company."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://code.wvlegislature.gov/31D-11/",
              "cell_locator": "WV.corp.domestication_inbound",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "domestication_inbound",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://code.wvlegislature.gov/31D-11/",
              "cell_locator": "WV.corp.domestication_outbound",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "domestication_outbound",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://code.wvlegislature.gov/31D-11/",
              "cell_locator": "WV.corp.eligible_source_types",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "eligible_source_types",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://code.wvlegislature.gov/31d-11-1109/",
              "cell_locator": "WV.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The located outbound conversion procedure permits a domestic West Virginia corporation to convert to a domestic West Virginia LLC."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://code.wvlegislature.gov/31D-11-1109/",
              "cell_locator": "WV.corp.paired_jurisdiction_authorization",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "paired_jurisdiction_authorization",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://code.wvlegislature.gov/31D-11/",
              "cell_locator": "WV.corp.redomiciliation_term_used",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "redomiciliation_term_used",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            }
          },
          "jurisdiction": "WV",
          "last_checked": "2026-10-03",
          "official_source_url": "https://code.wvlegislature.gov/31d-11-1109/",
          "state": "West Virginia"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.corp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Under W.S. 17-26-101(a) any entity may convert to any other entity, including a WY corporation; a foreign entity may convert into a domestic entity only if its organizational documents authorize it."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.corp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A WY corporation may convert to a domestic LLC (W.S. 17-16-1115(a)) and, under W.S. 17-26-101, to any other domestic or foreign entity; conversion to an LLC follows shareholder approval."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.corp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A U.S.-state corporation (not an insurer or financial institution) may domesticate by filing articles of domestication (W.S. 17-16-1801); a foreign corporation may continue if its jurisdiction acknowledges domicile ended."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.corp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A WY corporation may transfer to another jurisdiction if the board adopts and shareholders approve a transfer resolution and that jurisdiction's laws authorize it, via a certificate of transfer (W.S. 17-16-1720)."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.corp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Under W.S. 17-26-101 any \"entity\" (one authorized to be formed under Title 17, organized in WY or under another state's functionally equivalent law) may convert into another entity, including a corporation."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.corp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A WY corporation may convert to a domestic LLC (W.S. 17-16-1115(a)), to any other entity under W.S. 17-26-101(a), or to any form of foreign entity recognized in that jurisdiction (W.S. 17-26-101(b))."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.corp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "A transfer out requires authorization by the other jurisdiction's laws (W.S. 17-16-1720(a)); continuance in requires that jurisdiction to acknowledge termination of domicile (W.S. 17-16-1810(a))."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.corp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The WBCA uses \"domestication\", \"continuance\" and \"transfer\" (art. 18 heading) and refers to \"transfer of domicile\" (W.S. 17-16-1720(h))."
            }
          },
          "jurisdiction": "WY",
          "last_checked": "2026-10-02",
          "official_source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
          "state": "Wyoming"
        }
      ],
      "scope_label": "51 US jurisdictions (50 states plus DC)"
    },
    "corporation-procedure-continuity-and-filing": {
      "field_definitions": {
        "approvals": "What the captured act states about approval of the plan or transaction.",
        "continuity_language": "What the captured act states about continuity of the entity, property, liabilities or proceedings.",
        "fee_locator": "Where the captured materials locate the filing fee; this table does not restate fee amounts.",
        "instrument": "Which articles, certificate, statement or other filing instrument the captured act identifies.",
        "tax_clearance": "Whether the captured act text states a tax-clearance, tax-payment or good-standing condition."
      },
      "last_updated": "2026-10-03",
      "matrix_id": "pp-conversion-domestication:corporation-procedure-continuity-and-filing",
      "rows": [
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Alaska's hierarchy uses corporate organic rules and law; the merger analogue requires board submission and at least two-thirds of outstanding shares, plus recorded consent for new owner liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion and domestication continue the same entity without interruption; property and liabilities continue, and the continued name may replace the prior name in pending proceedings."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.akleg.gov/basis/aac.asp?media=print&secStart=3.16&secEnd=3.16",
              "cell_locator": "AK.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locator for statements of conversion and domestication is 3 AAC 16.140(5) and (7)."
            },
            "instrument": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The filing instrument is a statement of conversion or domestication; a compliant signed plan may be filed instead and has the same effect."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition was stated in the complete Alaska conversion and domestication provisions searched."
            }
          },
          "jurisdiction": "AK",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
          "state": "Alaska"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-2A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "An Alabama corporation's conversion needs board adoption and a stockholder vote of a majority of the votes entitled to be cast, with each voting group approving separately."
            },
            "continuity_language": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The conversion-effects subsection preserves property, obligations, proceedings, powers, and entity continuity."
            },
            "fee_locator": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The conversion filing-fee locator is Ala. Code § 10A-1-4.31(a)(1)(g)."
            },
            "instrument": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The converted form determines which statement or certificate accompanies the statement of conversion under § 10A-1-8.01(d)."
            },
            "tax_clearance": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-2A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.corp.tax_clearance",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "tax_clearance",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            }
          },
          "jurisdiction": "AL",
          "last_checked": "2026-10-03",
          "official_source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
          "state": "Alabama"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://arkleg.state.ar.us/Home/FTPDocument?path=%2FBills%2F2009%2FPublic%2FHB1462.pdf",
              "cell_locator": "AR.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The board recommends the corporation conversion plan, and the entitled shareholders and voting groups approve it."
            },
            "continuity_language": {
              "cell_citation_url": "https://arkleg.state.ar.us/Home/FTPDocument?path=%2FBills%2F2009%2FPublic%2FHB1462.pdf",
              "cell_locator": "AR.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted organization remains the same entity; property, obligations, rights, and pending proceedings continue."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.sos.arkansas.gov/business-commercial-services-bcs/forms-fees/corporations",
              "cell_locator": "AR.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The Arkansas Secretary of State CORP forms table provides a conversion filing-fee locator."
            },
            "instrument": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf",
              "cell_locator": "AR.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The filing instruments are a plan and articles of conversion, or articles of incorporation for an inbound conversion."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2009%2FPublic%2FACT408.pdf",
              "cell_locator": "AR.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance or good-standing condition is stated in the mapped CORP transaction provisions."
            }
          },
          "jurisdiction": "AR",
          "last_checked": "2026-10-03",
          "official_source_url": "https://arkleg.state.ar.us/Home/FTPDocument?path=%2FBills%2F2009%2FPublic%2FHB1462.pdf",
          "state": "Arkansas"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.azleg.gov/ars/10/01103.htm",
              "cell_locator": "AZ.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A domestic Arizona corporation's board submits the plan and the entitled shareholder voting groups approve it under § 10-1103, subject to the statute's stated voting rules."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02406.htm",
              "cell_locator": "AZ.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion or domestication continues the Arizona business corporation without interruption and carries forward its property, obligations, rights and organizational documents."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.azleg.gov/ars/10/00122.htm",
              "cell_locator": "AZ.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locator for an Arizona business corporation's conversion or domestication statement is A.R.S. § 10-122(A)(10) (amount not reproduced here)."
            },
            "instrument": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02405.htm",
              "cell_locator": "AZ.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Arizona uses plans and statements of conversion and domestication for a business corporation; the applicable statement is delivered to the proper filing authority."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02401.htm",
              "cell_locator": "AZ.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment or good-standing condition was located in Arizona's complete conversion and domestication articles for a business corporation."
            }
          },
          "jurisdiction": "AZ",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.azleg.gov/ars/29/02406.htm",
          "state": "Arizona"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
              "cell_locator": "CA.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Board approval and approval by the outstanding shares of each class (close corporations: two-thirds of each class, articles may vary within limits), plus each shareholder who becomes a general partner or manager (§ 1152(b)-(c))."
            },
            "continuity_language": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
              "cell_locator": "CA.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Same entity for all purposes except Rev. & Tax. Code Parts 10, 10.20 and 11; property vests, debts and liens continue, pending actions continue; shareholder-liability and creditor-notice rules apply (§ 1158)."
            },
            "fee_locator": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=GOV&division=3.&title=2.&part=2.&chapter=3.&article=3.",
              "cell_locator": "CA.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The conversion filing fee is set by Gov. Code § 12184 for any conversion under Corp. Code ch. 11.5; the Secretary of State's Conversion Information page lists the forms and fees."
            },
            "instrument": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
              "cell_locator": "CA.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A plan of conversion; a statement of conversion on the converted entity's formation filing, or a certificate of conversion (SOS form) for a foreign result; inbound, articles of incorporation containing a statement of conversion."
            },
            "tax_clearance": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
              "cell_locator": "CA.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "Chapter 11.5 states no tax-clearance or good-standing condition for a conversion; § 1155(e) instead deems the converted entity to assume the converting corporation's tax filing and payment liability."
            }
          },
          "jurisdiction": "CA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=1.&title=1.&part=&chapter=11.5.&article=",
          "state": "California"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The board submits the conversion plan to shareholders, and each separately entitled voting group approves by a majority of all votes entitled to be cast unless a greater vote applies."
            },
            "continuity_language": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The resulting entity is the same continuing entity; pre-conversion obligations and personal liabilities are unaffected, and no winding up or dissolution is required by the conversion."
            },
            "fee_locator": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Colorado locates Secretary of State filing fees in C.R.S. § 24-21-104 through the Title 7 definition of “fee”; no amount is stated in this row."
            },
            "instrument": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Depending on whether the resulting entity has a Colorado constituent filing, the instrument is a statement of conversion or a combined statement and constituent document."
            },
            "tax_clearance": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, good-standing, or delinquency condition is stated in Colorado's complete entity-conversion provisions."
            }
          },
          "jurisdiction": "CO",
          "last_checked": "2026-10-02",
          "official_source_url": "https://olls.info/crs/crs2026-title-07.pdf",
          "state": "Colorado"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The entity's organic rules govern approval; merger rules or unanimous interest-holder approval apply as statutory fallbacks, with added consent for new interest-holder liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "On conversion or domestication, the same entity continues without interruption; property stays vested, liabilities continue, and pending proceedings continue under the new name."
            },
            "fee_locator": {
              "cell_citation_url": "https://business.ct.gov/knowledge-base/articles/entity-transactions-forms-and-fees",
              "cell_locator": "CT.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee source is the Connecticut Secretary of the State's Entity Transactions XXI table. No fee amount is stated here."
            },
            "instrument": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The filing instruments are a certificate of conversion and a certificate of domestication, each filed with the Secretary of the State (§§34-635(a), 34-645(a))."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, good-standing, or tax-payment condition is stated in Connecticut chapter 616 after a complete full-text search."
            }
          },
          "jurisdiction": "CT",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
          "state": "Connecticut"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A conversion follows the entity's organic conversion rules, then merger rules, then the statutory unanimous fallback, with separate consent for new holder liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "On conversion, the same entity continues without interruption; property, liabilities, powers, and pending proceedings continue as stated."
            },
            "fee_locator": {
              "cell_citation_url": "https://dlcp.dc.gov/node/1620006",
              "cell_locator": "DC.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "DLCP's all-entities fee schedule locates the filing fee under “Statement of conversion.”"
            },
            "instrument": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The converting entity files a statement of conversion; a qualifying signed plan of conversion may be filed instead."
            },
            "tax_clearance": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, good-standing, or tax-payment precondition is stated in the captured conversion and applicable domestication provisions."
            }
          },
          "jurisdiction": "DC",
          "last_checked": "2026-10-02",
          "official_source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
          "state": "District of Columbia"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://delcode.delaware.gov/title8/c001/sc09/index.html",
              "cell_locator": "DE.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Board resolution, then a majority of outstanding shares entitled to vote, plus consent of each stockholder who becomes a general partner; no stockholder vote if no shares were issued (§ 266(b), (i)); transfers follow § 390(b)."
            },
            "continuity_language": {
              "cell_citation_url": "https://delcode.delaware.gov/title8/c001/sc09/index.html",
              "cell_locator": "DE.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "After a Delaware corporation converts, the new form is the same entity, property and debts stay vested and attached, prior liabilities are unaffected, and unless the resolution provides otherwise it need not wind up (§ 266(e), (f), (h))."
            },
            "fee_locator": {
              "cell_citation_url": "https://delcode.delaware.gov/title8/c001/sc18/index.html",
              "cell_locator": "DE.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Filing fees for corporate domestication, transfer and conversion certificates are set in 8 Del. C. § 391(a)(19), (25), (26) and (27), with the certificate-of-incorporation fee of § 391(a)(1) added for (19) and (26)."
            },
            "instrument": {
              "cell_citation_url": "https://delcode.delaware.gov/title8/c001/sc09/index.html",
              "cell_locator": "DE.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Out: certificate of conversion to non-Delaware entity (§ 266(c)-(d)) or certificate of transfer (§ 390(b)); in: certificate of conversion to corporation or of corporate domestication, each with a certificate of incorporation."
            },
            "tax_clearance": {
              "cell_citation_url": "https://delcode.delaware.gov/title8/c001/sc10/index.html",
              "cell_locator": "DE.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No corporation may be transferred out (ending its Delaware existence) or converted until all franchise taxes, including for the month the transaction takes effect, are paid and all franchise tax reports filed (§ 277)."
            }
          },
          "jurisdiction": "DE",
          "last_checked": "2026-10-02",
          "official_source_url": "https://delcode.delaware.gov/title8/c001/sc09/index.html",
          "state": "Delaware"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
              "cell_locator": "FL.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The board adopts the plan, then shareholders approve it by a majority of votes entitled to be cast (with a quorum), each class or series voting separately, unless a greater vote is required (ss. 607.11932, 607.11921)."
            },
            "continuity_language": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
              "cell_locator": "FL.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "After conversion or domestication the entity is deemed the same entity without interruption, property and liabilities remain with it, its name may be substituted in pending proceedings, and it is not dissolved (ss. 607.11935, 607.11924)."
            },
            "fee_locator": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
              "cell_locator": "FL.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The fee for domesticating a foreign corporation is set in s. 607.0122(20); the corporation conversion fee is listed on the Division of Corporations fee schedule; s. 607.0122(24) is the residual fee line."
            },
            "instrument": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
              "cell_locator": "FL.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Conversion: plan of conversion and articles of conversion delivered to the Department of State; domestication: plan of domestication and articles of domestication delivered for filing (ss. 607.11933(3), 607.11922(4))."
            },
            "tax_clearance": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
              "cell_locator": "FL.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "Conversions, and a domestic corporation domesticating into another jurisdiction, require the corporation or entity to be active and current in its annual reports through Dec. 31 of the filing year (s. 607.1622(9), (10), (12))."
            }
          },
          "jurisdiction": "FL",
          "last_checked": "2026-10-02",
          "official_source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0607/0607.html",
          "state": "Florida"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The outbound conversion plan for a Georgia business corporation requires the approval stated in O.C.G.A. § 14-2-1109.3."
            },
            "continuity_language": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The inbound provision continues the same entity, vests its property and rights without further act, and preserves liabilities, creditor rights, liens, claims, and proceedings."
            },
            "fee_locator": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2007-bv-p1-bbk-p1",
              "cell_locator": "GA.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The statutory filing-fee schedule contains a certificate-of-conversion line for a Georgia business corporation."
            },
            "instrument": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The conversion provisions require the stated conversion plan and Secretary of State filing instruments for a Georgia business corporation transaction."
            },
            "tax_clearance": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in the captured conversion provisions for a Georgia business corporation."
            }
          },
          "jurisdiction": "GA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
          "state": "Georgia"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0313.htm",
              "cell_locator": "HI.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The board generally recommends the plan and voting shareholders approve it; § 414-313(e)-(g) supplies incorporation-date-sensitive thresholds and separate voting-group rules."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0274.htm",
              "cell_locator": "HI.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "On conversion, the entity continues without interruption; property, liabilities, creditor rights, and pending proceedings continue under HRS § 414-274."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0013.htm",
              "cell_locator": "HI.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee authority for corporate articles of conversion is HRS § 414-13(a)(4)."
            },
            "instrument": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0271.htm",
              "cell_locator": "HI.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The filed instrument is called articles of conversion; § 414-271(e) identifies filing with the department director."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0271.htm",
              "cell_locator": "HI.corp.tax_clearance",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "tax_clearance",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            }
          },
          "jurisdiction": "HI",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0414/HRS_0414-0274.htm",
          "state": "Hawaii"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
              "cell_locator": "IA.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The board adopts the plan and shareholders approve it by the statutory majority and voting-group rules; affected shareholders separately consent to new interest-holder liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
              "cell_locator": "IA.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "After conversion or domestication, the corporation continues as the same entity without interruption; property and liabilities remain and pending proceedings continue under the new name."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
              "cell_locator": "IA.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locator for corporate articles of domestication or conversion is Iowa Code §490.122(1)(j)-(k)."
            },
            "instrument": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
              "cell_locator": "IA.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Chapter 490 requires a plan and a Secretary of State filing called articles of conversion or articles of domestication."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
              "cell_locator": "IA.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "Chapter 490 states no tax-clearance, tax-payment or good-standing condition for corporate conversion or domestication."
            }
          },
          "jurisdiction": "IA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.legis.iowa.gov/docs/code/2026/490.html",
          "state": "Iowa"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH29.pdf",
              "cell_locator": "ID.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Corporation conversion and domestication plans require board adoption and shareholder approval under corporation-specific rules."
            },
            "continuity_language": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion and domestication preserve the same entity without interruption, vested property, liabilities, rights, and pending proceedings."
            },
            "fee_locator": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH21.pdf",
              "cell_locator": "ID.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locator is Idaho Code § 30-21-214(b)(5)-(6)."
            },
            "instrument": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A plan is approved and a statement is filed for conversion or domestication; a signed plan meeting the statement requirements may be filed instead."
            },
            "tax_clearance": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, good-standing, or tax-payment condition is stated in the captured conversion and domestication provisions."
            }
          },
          "jurisdiction": "ID",
          "last_checked": "2026-10-02",
          "official_source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
          "state": "Idaho"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Approval follows the organic rules; absent a provision, the shareholder-voted merger rule applies: board resolution, then two-thirds of votes unless the articles set another majority (805 ILCS 415/203, 303; 805 ILCS 5/11.05, 11.20)."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted or domesticated entity is the same entity without interruption; property stays vested, liabilities continue, its name may be substituted in pending actions, and no dissolution occurs (805 ILCS 415/206, 306)."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Filing fees for a statement of conversion and a statement of domestication are set in 805 ILCS 415/401(b); expedited-service fees for both are set in 805 ILCS 415/407(a)."
            },
            "instrument": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A plan of conversion or domestication is approved, then a statement of conversion or statement of domestication is signed and filed with the Secretary of State on its prescribed form (805 ILCS 415/202, 205, 302, 305, 404)."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, good-standing or tax-payment condition is stated in the Entity Omnibus Act's conversion and domestication provisions or in 805 ILCS 5/1.63."
            }
          },
          "jurisdiction": "IL",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
          "state": "Illinois"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "An Indiana business corporation approves under its organic rules, specified merger-approval rules, or the statutory fallback; written consent is required from holders assuming post-transaction liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "On conversion or domestication, the same entity continues without interruption; property remains vested, liabilities continue, and pending proceedings continue under IC 23-0.6-4-6(a) and -5-6(a)."
            },
            "fee_locator": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Filing-fee locations: IC 23-0.5-9-49 for articles of conversion and IC 23-0.5-9-51 for articles of domestication."
            },
            "instrument": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Indiana requires signed articles of conversion or articles of domestication to be delivered to the secretary of state for filing (IC 23-0.6-4-5(a); IC 23-0.6-5-5(a))."
            },
            "tax_clearance": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, good-standing, or revenue-department condition is stated in the complete IC 23-0.6-4 conversion or IC 23-0.6-5 domestication chapter bodies."
            }
          },
          "jurisdiction": "IN",
          "last_checked": "2026-10-02",
          "official_source_url": "https://iga.in.gov/ic/2026/Title_23.html",
          "state": "Indiana"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0403.html",
              "cell_locator": "KS.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Approval follows the entity's organic rules, then its merger-approval rule, and otherwise requires all voting interest holders; liability-bearing holders may also need written approval."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0406.html",
              "cell_locator": "KS.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted entity continues without interruption; property, liabilities, rights, and pending proceedings continue under K.S.A. 17-78-406(a)."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0405.html",
              "cell_locator": "KS.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The complete Kansas conversion and domestication provisions require certificate filing but state no filing-fee locator."
            },
            "instrument": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0405.html",
              "cell_locator": "KS.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The entity approves an agreement of conversion and files a certificate of conversion with the Secretary of State."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
              "cell_locator": "KS.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete Kansas conversion and domestication provisions state no tax-clearance, tax-payment, or good-standing condition."
            }
          },
          "jurisdiction": "KS",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0406.html",
          "state": "Kansas"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=44360",
              "cell_locator": "KY.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Corporation-to-LLC conversion follows board and voting-group approval rules; conversion to a statutory trust also requires all shareholders."
            },
            "continuity_language": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=39668",
              "cell_locator": "KY.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "For corporation-to-LLC conversion, the statute preserves the same entity, property, obligations, and pending proceedings."
            },
            "fee_locator": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=36703",
              "cell_locator": "KY.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The corporation-to-LLC articles fee is located in KRS 275.055(1); the corporate chapter's filing schedule is KRS 271B.1-220."
            },
            "instrument": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=44360",
              "cell_locator": "KY.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A corporation converting to an LLC files articles of organization; one converting to a statutory trust files a certificate of trust."
            },
            "tax_clearance": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=44360",
              "cell_locator": "KY.corp.tax_clearance",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "tax_clearance",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            }
          },
          "jurisdiction": "KY",
          "last_checked": "2026-10-03",
          "official_source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=39668",
          "state": "Kentucky"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=920374",
              "cell_locator": "LA.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The board adopts and submits the plan; conversion requires a majority of each class or series voting separately, while domestication ordinarily requires a majority of votes entitled to be cast and any required separate group."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=920377",
              "cell_locator": "LA.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Entity conversion and domestication preserve the corporation's property, liabilities, pending proceedings, governing documents, and uninterrupted identity."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=103670",
              "cell_locator": "LA.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Corporation transaction filing-fee locators are La. R.S. 49:222(B)(1)(b) and (d); amounts are not reproduced here."
            },
            "instrument": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375",
              "cell_locator": "LA.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Louisiana uses plans and articles for corporation conversion and domestication, with articles of charter surrender for an outbound domestication or conversion to a foreign unincorporated entity."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=409519",
              "cell_locator": "LA.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "A short-period tax return is required for a corporation entity conversion if the surviving entity's tax classification differs from the converting entity's classification."
            }
          },
          "jurisdiction": "LA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920377",
          "state": "Louisiana"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.52",
              "cell_locator": "MA.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The board adopts and submits the plan; shareholder voting follows the statutory percentage and voting-group rules, with separate consent for new owner liability on conversion."
            },
            "continuity_language": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.55",
              "cell_locator": "MA.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "For domestic conversion or inbound domestication, property and liabilities continue and the survivor is the same corporation or entity without interruption."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.sec.state.ma.us/divisions/corporations/general-information/corporations-filing-fees.htm",
              "cell_locator": "MA.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The official Corporations Division fee schedule lists conversion and charter-surrender filing fees; the amount is not included."
            },
            "instrument": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.53",
              "cell_locator": "MA.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Domestic conversion uses articles of entity conversion; inbound domestication uses articles of domestication; outbound conversion or domestication may use articles of charter surrender."
            },
            "tax_clearance": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.20",
              "cell_locator": "MA.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete conversion and domestication provisions reaching this entity type state no tax-clearance, tax-payment, or tax-good-standing condition."
            }
          },
          "jurisdiction": "MA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.55",
          "state": "Massachusetts"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=3-902&enactments=false",
              "cell_locator": "MD.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Outbound approval generally requires board action, notice, and two-thirds of votes entitled to be cast; inbound approval follows the source entity's governing rules."
            },
            "continuity_language": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=3-904&enactments=false",
              "cell_locator": "MD.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted entity is the same continuing entity; assets vest, obligations and liens continue, and pending proceedings may continue or substitute the resulting entity."
            },
            "fee_locator": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=1-203&enactments=false",
              "cell_locator": "MD.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Maryland locates the nonrefundable processing fee for articles of conversion in § 1-203(b)(1); this row states no amount."
            },
            "instrument": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=3-903&enactments=false",
              "cell_locator": "MD.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Articles of conversion must be filed for record with the Maryland Department of Assessments and Taxation."
            },
            "tax_clearance": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=3-901&enactments=false",
              "cell_locator": "MD.corp.tax_clearance",
              "note": "The checked official source does not state this value.",
              "publish_status": "typed_unknown",
              "source_field": "tax_clearance",
              "value": "unknown",
              "visible_subline": "The checked official source does not state this value."
            }
          },
          "jurisdiction": "MD",
          "last_checked": "2026-10-03",
          "official_source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=3-904&enactments=false",
          "state": "Maryland"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf",
              "cell_locator": "ME.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The board and shareholders approve corporation conversion and domestication plans under the stated voting-group, majority, and written-consent rules."
            },
            "continuity_language": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf",
              "cell_locator": "ME.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The Act preserves property, liabilities, pending proceedings, and entity continuity for inbound domestication and domestic entity conversion, with specified outbound consequences."
            },
            "fee_locator": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch1.pdf",
              "cell_locator": "ME.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The Maine Business Corporation Act locates domestication and conversion filing fees in §123(1)(N), (Q), and (R)."
            },
            "instrument": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf",
              "cell_locator": "ME.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Corporation transactions use a plan plus articles of domestication or entity conversion; outbound transactions use articles of charter surrender where specified."
            },
            "tax_clearance": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf",
              "cell_locator": "ME.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in the mapped Maine CORP transaction provisions."
            }
          },
          "jurisdiction": "ME",
          "last_checked": "2026-10-02",
          "official_source_url": "https://legislature.maine.gov/statutes/13-C/title13-Cch9.pdf",
          "state": "Maine"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-284-of-1972.pdf",
              "cell_locator": "MI.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The outbound plan uses the merger approval procedure, including the stated majority vote of outstanding shares and any separately voting class or series."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1745",
              "cell_locator": "MI.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The conversion effects preserve the entity, original incorporation date, property, liabilities, proceedings, and ownership conversion without requiring dissolution."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-284-of-1972.pdf",
              "cell_locator": "MI.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The chapter 7 certificate-of-conversion filing fee is located at MCL 450.2060(1)(e)."
            },
            "instrument": {
              "cell_citation_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1745",
              "cell_locator": "MI.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The outbound procedure uses a plan of conversion and requires applicable formation documents and a certificate of conversion."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-284-of-1972.pdf",
              "cell_locator": "MI.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The corporation conversion sections state no tax-clearance, tax-payment, or good-standing precondition."
            }
          },
          "jurisdiction": "MI",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-1745",
          "state": "Michigan"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
              "cell_locator": "MN.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The Minnesota business corporation's conversion approval rule is stated in the entity act, with an additional consent protection when the transaction creates personal liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
              "cell_locator": "MN.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion preserves the same entity, vested property, debts and liabilities, pending proceedings, rights and powers, and avoids statutory dissolution of the Minnesota business corporation."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
              "cell_locator": "MN.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The Minnesota Revisor text identifies the statutory fee provision applicable to the business corporation conversion filing."
            },
            "instrument": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
              "cell_locator": "MN.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The Minnesota business corporation provisions require the stated plans, articles, and target formation document for conversion or a home-jurisdiction move."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
              "cell_locator": "MN.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in the complete conversion and home-jurisdiction provisions for a Minnesota business corporation."
            }
          },
          "jurisdiction": "MN",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.revisor.mn.gov/statutes/cite/302A/pdf",
          "state": "Minnesota"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
              "cell_locator": "MO.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Outbound corporation conversion requires board approval and unanimous outstanding shares, except that no shareholder vote is required before shares are issued."
            },
            "continuity_language": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
              "cell_locator": "MO.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion preserves pre-conversion obligations and continuity, vested property, creditor rights, liabilities, and the same entity in the converted form."
            },
            "fee_locator": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.658",
              "cell_locator": "MO.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The certificate-of-conversion filing-fee locator is Mo. Rev. Stat. § 351.658(15)-(16)."
            },
            "instrument": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Conversion into a corporation requires a certificate of conversion and articles of incorporation; conversion from a corporation requires a certificate of conversion."
            },
            "tax_clearance": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete conversion provisions state no tax-clearance, good-standing, or tax-payment condition; § 351.409(4) separately requires prescribed filing fees."
            }
          },
          "jurisdiction": "MO",
          "last_checked": "2026-10-03",
          "official_source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
          "state": "Missouri"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Approval follows the entity's organic rules, then its merger rules. If neither supplies a rule for a noncorporate entity, all voting interest holders approve; added owner liability requires consent."
            },
            "continuity_language": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "For domestication, the entity remains the same entity without interruption; property, liabilities, rights, and pending proceedings continue."
            },
            "fee_locator": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee authority is Miss. Code Ann. § 79-37-112(c)(5) and (7)."
            },
            "instrument": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
              "cell_locator": "MS.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The filing instruments are a statement of conversion and a statement of domestication, each delivered to the Secretary of State for filing."
            },
            "tax_clearance": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
              "cell_locator": "MS.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "For an inbound domestication, a certificate of good standing or existence from the formation jurisdiction must be issued less than 180 days before filing."
            }
          },
          "jurisdiction": "MS",
          "last_checked": "2026-10-03",
          "official_source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
          "state": "Mississippi"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0320/0350-0140-0090-0320.html",
              "cell_locator": "MT.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The board first adopts a conversion or domestication plan, then shareholders approve under the stated majority and voting-group rules; liability-bearing shareholders give separate consent."
            },
            "continuity_language": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0350/0350-0140-0090-0350.html",
              "cell_locator": "MT.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "On conversion or domestication, the same entity continues without interruption; its property, obligations, and pending proceedings carry through."
            },
            "fee_locator": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0330/0350-0140-0090-0330.html",
              "cell_locator": "MT.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The articles-of-conversion section attaches the converted entity's public organic record; the official SOS schedule supplies the corresponding destination filing row."
            },
            "instrument": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0330/0350-0140-0090-0330.html",
              "cell_locator": "MT.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Montana requires a plan and filed articles for both corporation conversion and corporation domestication."
            },
            "tax_clearance": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0010/0350-0140-0090-0010.html",
              "cell_locator": "MT.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, good-standing, or revenue-department condition is stated in the complete captured corporation conversion and domestication part."
            }
          },
          "jurisdiction": "MT",
          "last_checked": "2026-10-02",
          "official_source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0140/part_0090/section_0350/0350-0140-0090-0350.html",
          "state": "Montana"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
              "cell_locator": "NC.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The board and voting shareholders approve a corporation conversion plan under the stated majority and personal-liability-consent rules."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
              "cell_locator": "NC.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converting entity continues in the resulting form; property, liabilities, and pending proceedings continue without dissolution or termination."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
              "cell_locator": "NC.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The North Carolina CORP statute locates the standalone articles-of-conversion filing fee at N.C.G.S. §55-1-22(a)(12a)."
            },
            "instrument": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
              "cell_locator": "NC.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The CORP conversion uses a written plan and filed conversion articles or formation document, as the direction requires."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
              "cell_locator": "NC.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in the mapped North Carolina CORP conversion provisions."
            }
          },
          "jurisdiction": "NC",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_55.html",
          "state": "North Carolina"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
              "cell_locator": "ND.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A conversion plan requires board approval followed by shareholder approval; a noncorporate converting organization follows its governing statute."
            },
            "continuity_language": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
              "cell_locator": "ND.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted organization is the same entity; property remains vested, obligations continue, and pending actions may continue as if conversion had not occurred."
            },
            "fee_locator": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
              "cell_locator": "ND.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "North Dakota locates the business corporation conversion filing fee in N.D.C.C. § 10-19.1-147(5); this row states no amount."
            },
            "instrument": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
              "cell_locator": "ND.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Articles of conversion must be signed for the converting organization and filed with the secretary of state."
            },
            "tax_clearance": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
              "cell_locator": "ND.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, good-standing, or delinquency condition is stated in the complete North Dakota business corporation conversion provisions."
            }
          },
          "jurisdiction": "ND",
          "last_checked": "2026-10-02",
          "official_source_url": "https://ndlegis.gov/cencode/t10c19-1.pdf",
          "state": "North Dakota"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C145",
              "cell_locator": "NE.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The board and shareholders approve conversion and domestication plans under their respective voting rules; conversion also requires consent from shareholders who would acquire owner liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C148",
              "cell_locator": "NE.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion preserves the entity's property, liabilities, proceedings, and uninterrupted identity; domestication has parallel continuity rules."
            },
            "fee_locator": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-205",
              "cell_locator": "NE.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The corporate filing-fee locator is the Nebraska Model Business Corporation Act catch-all in §21-205(a)(12)."
            },
            "instrument": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C144",
              "cell_locator": "NE.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Entity conversion uses a plan and articles of conversion or charter surrender; domestication uses a plan and articles of domestication or charter surrender."
            },
            "tax_clearance": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C143",
              "cell_locator": "NE.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition appears in the complete corporate domestication and entity-conversion transaction bands."
            }
          },
          "jurisdiction": "NE",
          "last_checked": "2026-10-03",
          "official_source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-2%2C148",
          "state": "Nebraska"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
              "cell_locator": "NH.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Outbound corporate conversion requires board adoption and shareholder approval under the voting and owner-liability rules in RSA 293-A:9.52(a)."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
              "cell_locator": "NH.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "For a domestic survivor, property, liabilities, proceedings, organic documents, ownership interests, and uninterrupted entity identity continue as stated."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
              "cell_locator": "NH.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The domestication, charter-surrender, and entity-conversion filing-fee locators are RSA 293-A:1.22(a)(5)-(8)."
            },
            "instrument": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
              "cell_locator": "NH.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The conversion uses a plan and filed articles of entity conversion or, for an outbound foreign conversion, articles of charter surrender."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
              "cell_locator": "NH.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete corporate conversion and domestication provisions state no tax-clearance, tax-payment, or good-standing condition."
            }
          },
          "jurisdiction": "NH",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVII/293-A/293-A-mrg.htm",
          "state": "New Hampshire"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-2%20conversion%5D14A%3A11A-2%20conversion&xhitlist_vq=14A%3A11A-2%20conversion",
              "cell_locator": "NJ.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Inbound approval follows the source entity's governing documents and law; outbound conversion requires board action and approval by all outstanding shares, subject to the no-issued-shares rule."
            },
            "continuity_language": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion",
              "cell_locator": "NJ.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted corporation or successor other entity is deemed the same entity, with rights, property, debts, liabilities, and duties preserved."
            },
            "fee_locator": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-2%20conversion%5D14A%3A11A-2%20conversion&xhitlist_vq=14A%3A11A-2%20conversion",
              "cell_locator": "NJ.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The outbound corporate-conversion provision places the fee-payment condition in N.J.S.A. 14A:11A-2(6). No fee amount is stated here."
            },
            "instrument": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion",
              "cell_locator": "NJ.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Inbound conversion requires a certificate of conversion to corporation and certificate of incorporation; outbound conversion uses a certificate of conversion."
            },
            "tax_clearance": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion",
              "cell_locator": "NJ.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete corporate-conversion provisions state a filing-fee condition but no tax-clearance or good-standing condition."
            }
          },
          "jurisdiction": "NJ",
          "last_checked": "2026-10-03",
          "official_source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank%20100%5D%5BDomain%3A%2014A%3A11A-1%20conversion%5D14A%3A11A-1%20conversion&xhitlist_vq=14A%3A11A-1%20conversion",
          "state": "New Jersey"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A corporation-to-LLC conversion requires the approval specified for conversions in its governing writing, or all shareholders if that writing is silent."
            },
            "continuity_language": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted corporation or successor remains the same entity; its property, obligations, proceedings, rights, powers, purposes, and owners continue as stated."
            },
            "fee_locator": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The corporate and LLC fee schedules locate the formation-document and conversion-filing fees used by the two directions."
            },
            "instrument": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A corporation-to-LLC conversion uses an agreement, articles of organization, and a conversion statement; the reverse uses articles of incorporation and a statement."
            },
            "tax_clearance": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition was located in the conversion provisions for a New Mexico business corporation."
            }
          },
          "jurisdiction": "NM",
          "last_checked": "2026-10-03",
          "official_source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
          "state": "New Mexico"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "NRS 92A.120(1) sets the vote needed for a corporation to approve a plan of merger, conversion or exchange."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "NRS 92A.250(3) treats a conversion as a continuation of the constituent corporation's existence: property, liabilities and pending proceedings carry over without a winding-up or dissolution."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "NRS 92A.210 sets the filing fee for articles of merger, conversion, exchange, domestication or termination; the resulting corporation's charter-document fee is set by its own chapter."
            },
            "instrument": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A plan of conversion is filed as articles of conversion plus the resulting entity's charter document (NRS 92A.105, .205); inbound domestication files articles of domestication (NRS 92A.270(1)(b)); signing rule at NRS 92A.230."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No clearance condition is stated for an ordinary conversion of a corporation; inbound domestication under NRS 92A.270(1)(b)(5) requires a certificate of good standing from the prior jurisdiction."
            }
          },
          "jurisdiction": "NV",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
          "state": "Nevada"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
              "cell_locator": "NY.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "With no conversion or domestication procedure in the Business Corporation Law, no approval rule for such a transaction was located."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
              "cell_locator": "NY.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "With no conversion or domestication procedure in the Business Corporation Law, no effects or continuity provision for such a transaction was located."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
              "cell_locator": "NY.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "With no conversion or domestication procedure in the Business Corporation Law, no filing fee for such a transaction was located."
            },
            "instrument": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
              "cell_locator": "NY.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "With no conversion or domestication procedure in the Business Corporation Law, no filing instrument for such a transaction was located."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
              "cell_locator": "NY.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "With no conversion or domestication procedure in the Business Corporation Law, no tax-clearance condition for such a transaction is stated."
            }
          },
          "jurisdiction": "NY",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.nysenate.gov/legislation/laws/BSC/901",
          "state": "New York"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
              "cell_locator": "OH.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Directors approve, shareholders adopt after notice, and the default threshold is at least two-thirds of voting power, subject to the stated article and class-vote rules."
            },
            "continuity_language": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
              "cell_locator": "OH.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converting entity continues in the converted entity; assets, powers, obligations, creditor rights, and liens continue without further act or deed."
            },
            "fee_locator": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/section-111.16",
              "cell_locator": "OH.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The conversion filing fee is located at Ohio Rev. Code § 111.16(D); the fee amount is not included."
            },
            "instrument": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
              "cell_locator": "OH.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The transaction uses a written declaration of conversion and a certificate of conversion filed with the Secretary of State."
            },
            "tax_clearance": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
              "cell_locator": "OH.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "A converting licensed domestic or foreign corporation must accompany its certificate with the tax and agency evidence referenced in the dissolution or foreign-license statutes."
            }
          },
          "jurisdiction": "OH",
          "last_checked": "2026-10-03",
          "official_source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
          "state": "Ohio"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553208",
              "cell_locator": "OK.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The board adopts and recommends the resolution; a majority of voting shares approves, with each future general partner separately consenting."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553208",
              "cell_locator": "OK.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "After conversion, the same entity continues; its property, rights, debts, liabilities, liens, and causes of action remain as stated."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=67153",
              "cell_locator": "OK.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The corporation conversion filing fee is located at 18 O.S. § 1142(A)(12)."
            },
            "instrument": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553208",
              "cell_locator": "OK.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The corporation files a certificate of conversion when the destination act lacks a conversion notice or when conversion is to a foreign entity."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553203",
              "cell_locator": "OK.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing precondition is stated in the corporation conversion sections."
            }
          },
          "jurisdiction": "OK",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=553208",
          "state": "Oklahoma"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
              "cell_locator": "OR.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A corporation's conversion plan is approved under the incorporated merger-approval mechanics, including board submission and the applicable shareholder voting rule."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
              "cell_locator": "OR.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The conversion effects rule preserves entity existence, property, obligations, pending proceedings, converted ownership interests, and the stated pre- and post-conversion liability rules."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
              "cell_locator": "OR.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The Oregon business corporation act incorporates the Secretary of State filing-fee schedule in ORS 56.140 for documents filed under the act."
            },
            "instrument": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
              "cell_locator": "OR.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "After approval, the converting business entity files articles of conversion plus the plan or the permitted written declaration; the plan identifies any required target organizational information."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
              "cell_locator": "OR.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in the complete Oregon business corporation conversion provisions."
            }
          },
          "jurisdiction": "OR",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors060.html",
          "state": "Oregon"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A business corporation generally requires board approval plus a majority of votes cast by eligible shareholders, including any required class vote."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "A conversion continues the same association without interruption; property, liabilities, liens, rights, and pending proceedings continue under § 356(a)."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=053.&subsctn=000.",
              "cell_locator": "PA.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locator for a statement of conversion or domestication is 15 Pa.C.S. § 153(a)(16)(i)."
            },
            "instrument": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The filed instruments are a statement of conversion and a statement of domestication."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.",
              "cell_locator": "PA.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "Tax-clearance certificates apply when a domestic association converts or domesticates into a nonregistered foreign association, unless it simultaneously registers in Pennsylvania."
            }
          },
          "jurisdiction": "PA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
          "state": "Pennsylvania"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1008.htm",
              "cell_locator": "RI.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The board recommends conversion and all outstanding shares approve it; no shareholder vote is needed before any shares issue."
            },
            "continuity_language": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1008.htm",
              "cell_locator": "RI.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted form is the same entity, with property, creditor rights, liens, debts, liabilities, and duties preserved."
            },
            "fee_locator": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-16/7-1.2-1602.htm",
              "cell_locator": "RI.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The corporation fee section locates charges for incorporation, other filings, and an outbound conversion certificate."
            },
            "instrument": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1008.htm",
              "cell_locator": "RI.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Inbound conversion uses articles of incorporation and a conversion certificate; outbound conversion uses a non-Rhode-Island conversion certificate."
            },
            "tax_clearance": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1008.htm",
              "cell_locator": "RI.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "An outbound conversion filing requires payment of all corporation fees and taxes."
            }
          },
          "jurisdiction": "RI",
          "last_checked": "2026-10-02",
          "official_source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-10/7-1.2-1008.htm",
          "state": "Rhode Island"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c011.php",
              "cell_locator": "SC.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Inbound partnership conversion uses the partnership-agreement vote; outbound corporation conversion requires board submission and the stated shareholder vote; inbound domestication uses the vote certified in its articles."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c011.php",
              "cell_locator": "SC.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Corporation conversion and inbound domestication preserve the same entity, property, obligations, pending proceedings, rights, and owner interests."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c001.php",
              "cell_locator": "SC.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Corporation conversion and domestication filing fees and filing taxes are located in S.C. Code §33-1-220."
            },
            "instrument": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c011.php",
              "cell_locator": "SC.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Corporation transactions use a plan or agreement and destination-specific formation or conversion articles; inbound domestication uses articles of domestication."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t12c020.php",
              "cell_locator": "SC.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "A corporation domesticating into South Carolina must file the initial annual report and minimum license fee with its articles of domestication."
            }
          },
          "jurisdiction": "SC",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.scstatehouse.gov/code/t33c011.php",
          "state": "South Carolina"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-952",
              "cell_locator": "SD.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The board adopts the conversion plan and submits it for shareholder approval, with separate consent for owner-liability changes; domestication follows the parallel rule in §47-1A-921."
            },
            "continuity_language": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-955",
              "cell_locator": "SD.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Entity conversion and domestication preserve property, liabilities, pending proceedings, and entity continuity under separate effects sections."
            },
            "fee_locator": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-122",
              "cell_locator": "SD.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Corporate domestication, charter-surrender, and entity-conversion filing fees are located in §47-1A-122(7)-(10)."
            },
            "instrument": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-951",
              "cell_locator": "SD.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Entity conversion uses a plan and articles of entity conversion or charter surrender; domestication uses a plan and articles of domestication or charter surrender."
            },
            "tax_clearance": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-950",
              "cell_locator": "SD.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition appears in the complete corporate domestication and entity-conversion transaction bands."
            }
          },
          "jurisdiction": "SD",
          "last_checked": "2026-10-03",
          "official_source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-1A-955",
          "state": "South Dakota"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
              "cell_locator": "TN.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Outbound corporate conversion requires board adoption, shareholder approval by the stated voting rules, and written consent where owner liability is created."
            },
            "continuity_language": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
              "cell_locator": "TN.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The effects subsection preserves property, obligations, proceedings, organic documents, interests, uninterrupted identity, and original organization date."
            },
            "fee_locator": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
              "cell_locator": "TN.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locators for articles of entity conversion and charter surrender are § 48-11-303(a)(14)-(15)."
            },
            "instrument": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
              "cell_locator": "TN.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The conversion uses a plan and filed articles of entity conversion or, for an outbound foreign conversion, articles of charter surrender."
            },
            "tax_clearance": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
              "cell_locator": "TN.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The corporate conversion provisions contain a tax-law savings clause but state no tax-clearance, tax-payment, or good-standing condition."
            }
          },
          "jurisdiction": "TN",
          "last_checked": "2026-10-03",
          "official_source_url": "https://publications.tnsosfiles.com/acts/107/pub/pc1051.pdf",
          "state": "Tennessee"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.21.htm",
              "cell_locator": "TX.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The board approves the plan of conversion and submits it to shareholders, whose approval needs two-thirds of outstanding shares entitled to vote, or a certificate-set portion not below a majority (BOC §§21.453, 21.457, 21.365)."
            },
            "continuity_language": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "On conversion the entity continues without interruption in the new form; property stays owned without any transfer, liabilities continue, and pending proceedings continue without substituting a party (BOC §10.106)."
            },
            "fee_locator": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.4.htm",
              "cell_locator": "TX.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The certificate-of-conversion filing fee is set by BOC §4.151(5), together with the converted entity's certificate-of-formation fee; the Secretary of State lists it on its Form 806 fee schedule."
            },
            "instrument": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A written plan of conversion is adopted and a certificate of conversion, with the certificate of formation of any converted filing entity, is filed with the Secretary of State, or a county clerk for a REIT (BOC §§10.103, 10.154, 10.155)."
            },
            "tax_clearance": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "A certificate of conversion may not be accepted if required franchise taxes are unpaid or it does not provide that the converted entity is liable for them (BOC §10.156(2)); not applied to a continuance election (§10.1025(c))."
            }
          },
          "jurisdiction": "TX",
          "last_checked": "2026-10-02",
          "official_source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
          "state": "Texas"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A Utah business corporation follows its organic rules, then the statutory merger fallback, with recorded consent from any holder assuming post-transaction liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion or domestication continues the business corporation without interruption and preserves its property, liabilities, rights, rules, and interests."
            },
            "fee_locator": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "No conversion- or domestication-specific filing-fee locator is stated in current Title 16, Chapter 1a for a business corporation."
            },
            "instrument": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A business corporation uses a plan and files a statement of conversion or domestication with the Division; the statement includes the transaction parties and organic records."
            },
            "tax_clearance": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in Utah's complete conversion and domestication parts for a business corporation."
            }
          },
          "jurisdiction": "UT",
          "last_checked": "2026-10-02",
          "official_source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
          "state": "Utah"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/",
              "cell_locator": "VA.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The board adopts and shareholders approve outbound corporate plans under the stated voting and interest-holder-liability consent rules."
            },
            "continuity_language": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/",
              "cell_locator": "VA.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Virginia preserves property, debts, proceedings, and uninterrupted entity continuity for corporate conversion and domestication."
            },
            "fee_locator": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacode/title13.1/chapter9/section13.1-616/",
              "cell_locator": "VA.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Corporate filing-fee locators are in Va. Code §13.1-616, with applicable charter fees in §13.1-615.1."
            },
            "instrument": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/",
              "cell_locator": "VA.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Corporate conversion and domestication each use a plan and articles filed with the Commission."
            },
            "tax_clearance": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/",
              "cell_locator": "VA.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in the mapped Virginia CORP conversion and domestication provisions."
            }
          },
          "jurisdiction": "VA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter9/article12.2/",
          "state": "Virginia"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11A/011/00004",
              "cell_locator": "VT.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Corporate conversion uses the merger-approval procedure; domestication follows the chapter and organizational documents, with merger-vote fallbacks and personal-liability consent protection."
            },
            "continuity_language": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11A/011/00007",
              "cell_locator": "VT.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion continues the same organization without interruption; domestication continues the preexisting corporation, property, liabilities, proceedings, rights, and powers."
            },
            "fee_locator": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/chapter/11A/001",
              "cell_locator": "VT.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The Business Corporation Act index identifies § 1.22 as the filing-fee section; the LLC Act separately locates the statement-of-conversion fee for an LLC-route transaction."
            },
            "instrument": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11A/011/00006",
              "cell_locator": "VT.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Conversion uses a plan and statement of conversion; domestication uses a plan and articles of domestication, plus a surrender statement for an outbound move."
            },
            "tax_clearance": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11A/011/00002",
              "cell_locator": "VT.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition was located in the transaction provisions for a Vermont business corporation."
            }
          },
          "jurisdiction": "VT",
          "last_checked": "2026-10-03",
          "official_source_url": "https://legislature.vermont.gov/statutes/section/11A/011/00007",
          "state": "Vermont"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.030",
              "cell_locator": "WA.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A domestic corporation's board must first approve the plan, followed by the required shareholder and voting-group approvals; affected shareholders separately consent to owner liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.050",
              "cell_locator": "WA.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted entity remains the same entity; property stays vested, obligations and liens continue, and pending proceedings may continue."
            },
            "fee_locator": {
              "cell_citation_url": "https://app.leg.wa.gov/WAC/default.aspx?cite=434-112-085",
              "cell_locator": "WA.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The corporate articles-of-conversion filing fee is located in WAC 434-112-085(7)(h); this row states no amount."
            },
            "instrument": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.040",
              "cell_locator": "WA.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "After approval, articles of entity conversion must be executed and delivered to the secretary of state for filing."
            },
            "tax_clearance": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.010",
              "cell_locator": "WA.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete corporate entity-conversion chapter states no tax-clearance, tax-payment, good-standing, or delinquency condition."
            }
          },
          "jurisdiction": "WA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=23B.09.050",
          "state": "Washington"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/180.11031",
              "cell_locator": "WI.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The board approves; when shareholder approval is required, each voting group approves by the stated majority, subject to the statutory exceptions."
            },
            "continuity_language": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/180.1161",
              "cell_locator": "WI.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted entity is the same entity; property and liabilities continue, pending proceedings may continue, and dissolution is avoided as stated."
            },
            "fee_locator": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/180.0122",
              "cell_locator": "WI.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locator for corporate articles of conversion is Wis. Stat. § 180.0122(1m)(yr)."
            },
            "instrument": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/180.1161",
              "cell_locator": "WI.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Chapter 180 uses a plan and articles of conversion for conversion, and a plan and articles of domestication for domestication."
            },
            "tax_clearance": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/statutes/statutes/180.pdf",
              "cell_locator": "WI.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "Chapter 180 states no tax-clearance, tax-payment, or good-standing precondition for conversion or domestication."
            }
          },
          "jurisdiction": "WI",
          "last_checked": "2026-10-03",
          "official_source_url": "https://docs.legis.wisconsin.gov/document/statutes/180.1161",
          "state": "Wisconsin"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://code.wvlegislature.gov/31d-11-1109/",
              "cell_locator": "WV.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The board adopts and recommends the conversion plan; all shareholders, whether or not entitled to vote, must approve it."
            },
            "continuity_language": {
              "cell_citation_url": "https://code.wvlegislature.gov/31d-11-1109/",
              "cell_locator": "WV.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The corporation continues as the same entity in WV LLC form without dissolution; its property, liabilities, rights, and causes of action continue."
            },
            "fee_locator": {
              "cell_citation_url": "https://code.wvlegislature.gov/59-1-2/",
              "cell_locator": "WV.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing fee is located at W. Va. Code § 59-1-2(a)(1)(N); the fee amount is not included."
            },
            "instrument": {
              "cell_citation_url": "https://code.wvlegislature.gov/31d-11-1109/",
              "cell_locator": "WV.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The corporation files articles of conversion satisfying the LLC organization requirements; the Secretary of State issues a certificate of conversion."
            },
            "tax_clearance": {
              "cell_citation_url": "https://code.wvlegislature.gov/31D-11-1109/",
              "cell_locator": "WV.corp.tax_clearance",
              "note": "The checked official source does not state this value.",
              "publish_status": "typed_unknown",
              "source_field": "tax_clearance",
              "value": "unknown",
              "visible_subline": "The checked official source does not state this value."
            }
          },
          "jurisdiction": "WV",
          "last_checked": "2026-10-03",
          "official_source_url": "https://code.wvlegislature.gov/31d-11-1109/",
          "state": "West Virginia"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.corp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Conversion is approved per the corporation's documents (W.S. 17-26-101(d)) and, to an LLC, by shareholders (W.S. 17-16-1115(d)); a transfer needs board adoption and, by default, a shareholder majority (W.S. 17-16-1720(g))."
            },
            "continuity_language": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.corp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "On conversion property remains, obligations continue and pending actions may proceed (W.S. 17-16-1116, 17-26-101(g)); domestication, continuance and transfer continue the corporation and its property and liabilities."
            },
            "fee_locator": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.corp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Fees: W.S. 17-26-101(h) (conversion), W.S. 17-16-1720(e) (transfer toll charge), W.S. 17-16-122, and the SoS fee schedule line for corporation articles of incorporation, continuance and domestication."
            },
            "instrument": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.corp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Conversion: appropriate document of organization (W.S. 17-26-101(e)) or, to an LLC, articles of organization (W.S. 17-16-1115(d)); domestication, continuance and transfer use their own articles or application."
            },
            "tax_clearance": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.corp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "Domestication requires a certificate of good standing not more than 30 days old (W.S. 17-16-1802(a)(i)); franchise tax and past due fees, taxes or penalties must be paid when a document is filed (W.S. 17-16-120(j))."
            }
          },
          "jurisdiction": "WY",
          "last_checked": "2026-10-02",
          "official_source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
          "state": "Wyoming"
        }
      ],
      "scope_label": "51 US jurisdictions (50 states plus DC)"
    },
    "limited-partnership-direction-and-eligibility": {
      "field_definitions": {
        "conversion_authorization_posture.inbound": "Whether the act states a rule for another entity or foreign entity converting into a domestic entity.",
        "conversion_authorization_posture.outbound": "Whether the act states a rule for a domestic entity converting into another entity or jurisdiction.",
        "domestication_inbound": "What the act states about a foreign entity becoming a domestic entity without changing its entity type.",
        "domestication_outbound": "What the act states about a domestic entity becoming a foreign entity without changing its entity type.",
        "eligible_source_types": "Which converting or domesticating source entity types the captured act text identifies.",
        "eligible_target_types": "Which converted or domesticated target entity types the captured act text identifies.",
        "paired_jurisdiction_authorization": "Whether the captured act text conditions the transaction on authorization under the other jurisdiction's law.",
        "redomiciliation_term_used": "The conversion, domestication, continuance or other terminology stated in the captured act text."
      },
      "last_updated": "2026-10-05",
      "matrix_id": "pp-conversion-domestication:limited-partnership-direction-and-eligibility",
      "rows": [
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign entity may convert into an Alaska limited partnership of a different type if its home-jurisdiction law authorizes the conversion and AS 10.55 is followed."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "An Alaska limited partnership may convert to a different domestic entity type, or to a different foreign type if the foreign jurisdiction authorizes the conversion."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited partnership may domesticate into Alaska as the same entity type if its home-jurisdiction law authorizes the move and AS 10.55 is followed."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "An Alaska limited partnership may domesticate to a foreign jurisdiction as the same entity type if that jurisdiction authorizes the move and AS 10.55 is followed."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The AS 10.55 entity definition supplies the different entity types that may convert into an Alaska limited partnership; AS 10.55.110 excludes specified regulated and public entities."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The AS 10.55 entity definition supplies the different entity types that may result from an Alaska limited partnership; AS 10.55.110 excludes specified regulated and public entities."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For a cross-jurisdiction conversion or domestication, Alaska requires the foreign jurisdiction's law to authorize the transaction."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Alaska uses the statutory term “domestication” for a same-entity continuation into another jurisdiction."
            }
          },
          "jurisdiction": "AK",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
          "state": "Alaska"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-9A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Another organization may convert to an Alabama limited partnership if the three conditions in § 10A-9A-10.02(a) are met."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-9A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "An Alabama limited partnership may convert to another organization if the three conditions in § 10A-9A-10.02(a) are met."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Alabama treats a foreign-to-Alabama same-type move as a conversion and requires the foreign jurisdiction’s law to permit it."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Alabama treats a Alabama-to-foreign same-type move as a conversion and requires the foreign jurisdiction’s law to permit it."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-9A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The Alabama Limited Partnership Law defines the non-limited partnership organizations that may convert into an Alabama limited partnership."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-9A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The Alabama Limited Partnership Law defines the non-limited partnership organizations into which an Alabama limited partnership may convert."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-9A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The other organization’s governing statute must authorize the conversion, and neither governing jurisdiction may prohibit it."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Title 10A defines conversion to include domestication and continuance between domestic and foreign entities."
            }
          },
          "jurisdiction": "AL",
          "last_checked": "2026-10-02",
          "official_source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-9A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
          "state": "Alabama"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
              "cell_locator": "AR.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Arkansas conditionally authorizes conversion into a domestic LP under the other organization's governing law."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
              "cell_locator": "AR.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "Arkansas conditionally authorizes conversion out of a domestic LP under the other organization's governing law."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
              "cell_locator": "AR.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A same-type interstate LP move into Arkansas is handled as a conversion and remains subject to the other jurisdiction's law."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
              "cell_locator": "AR.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A same-type interstate LP move out of Arkansas is handled as a conversion and remains subject to the other jurisdiction's law."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
              "cell_locator": "AR.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The LP conversion subchapter defines a broad domestic-and-foreign organization universe."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
              "cell_locator": "AR.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic LP may convert within the subchapter's defined organization universe."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
              "cell_locator": "AR.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The other organization's governing statute must authorize the conversion, and its jurisdiction's law must not prohibit it."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
              "cell_locator": "AR.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The Arkansas LP statute uses conversion for the covered entity-form and interstate moves."
            }
          },
          "jurisdiction": "AR",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
          "state": "Arkansas"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02401.htm",
              "cell_locator": "AZ.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A different domestic entity type may convert into an Arizona limited partnership; a foreign source entity may do so only when its home law authorizes the conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02401.htm",
              "cell_locator": "AZ.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A domestic Arizona limited partnership may convert to a different entity type; a foreign destination is available only when its law authorizes the conversion."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02501.htm",
              "cell_locator": "AZ.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited partnership may domesticate into Arizona as the same type only when its home-jurisdiction law authorizes the domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02501.htm",
              "cell_locator": "AZ.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A domestic Arizona limited partnership may domesticate into another jurisdiction as the same type only when the destination law authorizes the domestication."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02102.htm",
              "cell_locator": "AZ.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Each listed different entity type may convert into a domestic Arizona limited partnership under the Entity Restructuring Act."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02102.htm",
              "cell_locator": "AZ.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic Arizona limited partnership may convert into each listed different entity type under the Entity Restructuring Act."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02401.htm",
              "cell_locator": "AZ.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For a conversion involving a foreign jurisdiction and an Arizona limited partnership, that jurisdiction's law must authorize the conversion."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02102.htm",
              "cell_locator": "AZ.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Arizona uses and defines the term “domestication” for the same-type jurisdictional move of a limited partnership."
            }
          },
          "jurisdiction": "AZ",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.azleg.gov/ars/29/02401.htm",
          "state": "Arizona"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
              "cell_locator": "CA.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Conditional: a domestic or foreign other business entity (corporation, general partnership, LLC, business trust, REIT, association) may convert into a California LP only if its governing law authorizes it (§ 15911.08(a))."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
              "cell_locator": "CA.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "Conditional: a California LP may convert into a domestic or foreign other business entity (corporation, general partnership, LLC, business trust, REIT, association) only if the converted entity's law permits it (§ 15911.02)."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
              "cell_locator": "CA.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Conditional: a foreign LP may become a California LP through a conversion under § 15911.08, only if the law under which it is organized authorizes it; the Act does not use the term domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
              "cell_locator": "CA.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Conditional: a California LP may convert into a foreign LP under § 15911.02 only if the foreign law expressly permits formation by conversion; proceedings follow that law and a certificate of conversion is filed."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
              "cell_locator": "CA.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Corporations, general partnerships, LLCs, business trusts, REITs and non-nonprofit unincorporated associations (domestic or foreign) and foreign LPs may convert into a California LP (§§ 15911.01, 15911.08)."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
              "cell_locator": "CA.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A California LP may convert into a corporation, general partnership, LLC, business trust, REIT or non-nonprofit unincorporated association (domestic or foreign), or into a foreign LP (§§ 15911.01, 15911.02)."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
              "cell_locator": "CA.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Required: an outbound conversion needs the converted entity's law to expressly permit formation by conversion (§ 15911.02(b)(1)); an inbound one needs the converting entity's law to authorize it (§ 15911.08(a))."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
              "cell_locator": "CA.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The LP Act calls a move between California and another jurisdiction a 'conversion' (a foreign LP can be the converting or converted entity, § 15911.01); it does not use domestication, transfer or continuance."
            }
          },
          "jurisdiction": "CA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
          "state": "California"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign entity may convert into a Colorado limited partnership if its governing documents and organic statutes do not prohibit the conversion and their requirements are met."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Colorado limited partnership may convert to another domestic entity form or a recognized foreign entity form under a statutory plan and approval process."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Colorado treats a foreign limited partnership becoming domestic as a conversion, subject to the foreign entity's governing law and documents."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Colorado treats a Colorado limited partnership becoming a foreign entity of the same type as a conversion; the foreign form must be recognized in the destination jurisdiction."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "A domestic entity of another form or a foreign entity may be the source entity in a conversion resulting in a Colorado limited partnership."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Colorado limited partnership may convert into any other domestic entity form or any foreign entity form recognized in its jurisdiction."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For an inbound foreign conversion, the foreign entity's governing documents and organic statutes must not prohibit it and all of their requirements must be met."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "For a general Colorado limited partnership transaction, Colorado's statute uses the term “conversion.”"
            }
          },
          "jurisdiction": "CO",
          "last_checked": "2026-10-02",
          "official_source_url": "https://olls.info/crs/crs2026-title-07.pdf",
          "state": "Colorado"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "An entity of a different type may convert into a Connecticut limited partnership; a foreign source's law or organic rules must authorize the conversion (§34-631)."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Connecticut limited partnership may convert to a different entity type; a foreign target requires authorization under that jurisdiction's law (§34-631(a))."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited partnership may domesticate into Connecticut as the same type if its jurisdiction of organization authorizes it (§34-641(c))."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Connecticut limited partnership may domesticate to a foreign jurisdiction as the same type if that jurisdiction authorizes it (§34-641(b))."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Any different entity type within §34-600(12)'s defined categories may convert into a Connecticut limited partnership; foreign sources remain subject to §34-631(b)."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Connecticut limited partnership may convert to a different type within §34-600(12)'s defined categories, domestically or in an authorizing foreign jurisdiction."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Cross-border conversion or domestication requires authorization under the paired foreign jurisdiction's law; inbound conversion may also rely on the foreign entity's organic rules."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Connecticut uses “domestication” for a same-type move between Connecticut and another jurisdiction (§34-600(11))."
            }
          },
          "jurisdiction": "CT",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
          "state": "Connecticut"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign entity may convert into a domestic DC limited partnership of a different type if its formation jurisdiction authorizes the conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A domestic DC limited partnership may convert to a different domestic entity type or, if foreign law authorizes it, to a different foreign entity type."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited partnership may domesticate into DC when the stated foreign-law and statutory conditions are met."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A domestic DC limited partnership may domesticate into a foreign jurisdiction when the stated foreign-law and statutory conditions are met."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/1/index.full.html",
              "cell_locator": "DC.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Any statutory “entity” type other than a limited partnership may convert into a domestic DC limited partnership, subject to § 29-204.01(b)."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/1/index.full.html",
              "cell_locator": "DC.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic DC limited partnership may convert into any other statutory “entity” type, subject to § 29-204.01(a)."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Foreign-jurisdiction conversion requires authorization under the applicable foreign jurisdiction's law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The statute uses the term “domestication” for a same-type change of governing jurisdiction."
            }
          },
          "jurisdiction": "DC",
          "last_checked": "2026-10-02",
          "official_source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
          "state": "District of Columbia"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
              "cell_locator": "DE.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Authorized: an 'other entity' in § 17-217(a), including a foreign LP, may convert to a domestic LP after approval under its governing documents or law, including each person who will be a general partner, and the required filings."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
              "cell_locator": "DE.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "Authorized: a domestic LP may convert to the listed types, a foreign LP or an LLC on § 17-219(b) approval, filing a certificate of conversion to non-Delaware entity for a non-Delaware result; the partnership agreement may deny the power."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
              "cell_locator": "DE.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Conditional: § 17-215 domestication is limited to non-US entities (a foreign LP qualifies only if not formed under the law of a US jurisdiction); a foreign LP formed in the US converts in under § 17-217 instead."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
              "cell_locator": "DE.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Conditional: § 17-216 transfer, domestication or continuance is limited to non-US jurisdictions ('other than any state', § 17-101(21)); a US move is a § 17-219(a) conversion to a foreign LP; the agreement may deny either power."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
              "cell_locator": "DE.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Eligible to convert into a domestic LP: corporations, statutory, business and common-law trusts, associations, REITs, any other entity, general partnerships (incl. LLPs), foreign LPs (incl. LLLPs) and LLCs (§ 17-217(a))."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
              "cell_locator": "DE.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic LP may convert to a corporation, statutory, business or common-law trust, association, REIT, any other entity, general partnership (incl. LLP), foreign LP (incl. LLLP) or LLC (§ 17-219(a))."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
              "cell_locator": "DE.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "No provision of DRULPA, including its conversion, domestication and transfer sections, requires that the other jurisdiction's law permit the transaction (complete search of 6 Del. C. ch. 17)."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
              "cell_locator": "DE.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "DRULPA uses 'domestication' for non-US entities entering (§ 17-215), 'transfer', 'domestication' or 'continuance' for leaving to a non-US jurisdiction (§ 17-216), and 'conversion' for a foreign LP (§§ 17-217, 17-219)."
            }
          },
          "jurisdiction": "DE",
          "last_checked": "2026-10-02",
          "official_source_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
          "state": "Delaware"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
              "cell_locator": "FL.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "An organization other than a limited partnership may convert into a domestic LP if its governing law authorizes the conversion, the enacting jurisdiction permits it and it complies with that law (s. 620.2102(1))."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
              "cell_locator": "FL.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A domestic LP may convert into another organization, other than a domestic LP, if that organization's governing law authorizes it, the enacting jurisdiction permits it and the organization complies with its law (s. 620.2102(1))."
            },
            "domestication_inbound": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
              "cell_locator": "FL.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "The LP act has no domestication section; s. 620.2102(1) lets an “organization” (defined to include domestic and foreign LPs) convert into a Florida LP if its governing law authorizes it and the enacting jurisdiction permits it."
            },
            "domestication_outbound": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
              "cell_locator": "FL.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "The LP act has no domestication section; s. 620.2102(1) lets a domestic LP convert into another organization (including foreign ones) other than a domestic LP, if that organization's governing law authorizes it."
            },
            "eligible_source_types": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
              "cell_locator": "FL.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Any “organization” other than a domestic LP may convert into an LP: corporations, partnerships, LPs, LLCs, trusts, associations, REITs and other organized persons, domestic or foreign; not-for-profits excluded (s. 620.2101(8))."
            },
            "eligible_target_types": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
              "cell_locator": "FL.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic LP may convert into any “organization” other than a domestic LP, domestic or foreign; a not-for-profit organization qualifies only as the converted organization (ss. 620.2102(1), 620.2101(8))."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
              "cell_locator": "FL.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "A conversion into or out of a domestic LP requires that the other organization's governing law authorize it and that the jurisdiction that enacted that law permit it (s. 620.2102(1)(a)-(b))."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
              "cell_locator": "FL.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "No section of the Florida LP act (ch. 620, Part I) uses domestication, redomestication, redomiciliation or continuance; its cross-type and cross-border transaction is conversion (s. 620.2102) (complete search)."
            }
          },
          "jurisdiction": "FL",
          "last_checked": "2026-10-02",
          "official_source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
          "state": "Florida"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "The listed entity types may convert into a Georgia limited partnership after the stated approval and Secretary of State filing requirements are satisfied."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Georgia limited partnership may convert to a listed foreign entity if the destination jurisdiction permits the conversion and the statutory plan, approval, filing, and authority rules are met."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Georgia uses its conversion procedure for a foreign limited partnership becoming a Georgia limited partnership; the statute calls the transaction an election or conversion."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Georgia uses its conversion procedure for a Georgia limited partnership becoming the same type under another jurisdiction, if that jurisdiction permits it."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The inbound-conversion provision lists the entity types eligible to become a Georgia limited partnership."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Georgia limited partnership may become the listed domestic or foreign entity types under the applicable target or outbound conversion provision."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "An outbound conversion of a Georgia limited partnership requires the destination jurisdiction's law to permit the conversion."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The Georgia provisions use the terms “conversion” and “election,” including for a same-type move to another jurisdiction."
            }
          },
          "jurisdiction": "GA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
          "state": "Georgia"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1102.htm",
              "cell_locator": "HI.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign limited partnership or other entity may convert to a Hawaii limited partnership if its home-jurisdiction law permits the conversion and the transaction complies with that law."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1102.htm",
              "cell_locator": "HI.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Hawaii limited partnership may convert to a foreign limited partnership or another entity if § 425E-1102(a)'s four conditions are met, including partner approval and permission under destination law."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1102.htm",
              "cell_locator": "HI.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Hawaii treats a foreign limited partnership's move into Hawaii as a conversion, allowed when its home law permits it and the transaction complies with that law."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1102.htm",
              "cell_locator": "HI.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Hawaii treats a limited partnership's move to foreign limited-partnership status as a conversion; § 425E-1102(a)'s four conditions apply."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1101.htm",
              "cell_locator": "HI.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Eligible sources include foreign limited partnerships and corporations, LLCs, general partnerships, LLPs, and associations within § 425E-1101's definition."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1101.htm",
              "cell_locator": "HI.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Hawaii limited partnership may target a foreign limited partnership or another business entity within HRS § 425E-1101's definition, subject to the conversion conditions."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1102.htm",
              "cell_locator": "HI.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The destination law must permit an outbound conversion, and an inbound converter must be permitted by and comply with its home-jurisdiction law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1102.htm",
              "cell_locator": "HI.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The Hawaii Uniform Limited Partnership Act uses the term “conversion,” including for moves into and from foreign limited-partnership status."
            }
          },
          "jurisdiction": "HI",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1102.htm",
          "state": "Hawaii"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
              "cell_locator": "IA.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "An organization other than a limited partnership may convert into an Iowa limited partnership if the other organization's governing statute authorizes and does not prohibit the conversion and the organization complies with that statute."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
              "cell_locator": "IA.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "An Iowa limited partnership may convert to another organization if the other organization's governing statute authorizes and does not prohibit the conversion and the organization complies with that statute."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
              "cell_locator": "IA.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No inbound limited-partnership domestication, redomestication, continuance or domicile-transfer authorization was located in the complete Chapter 488 text."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
              "cell_locator": "IA.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No outbound limited-partnership domestication, redomestication, continuance or domicile-transfer authorization was located in the complete Chapter 488 text."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
              "cell_locator": "IA.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Any domestic or foreign organization in §488.1101(8), other than a limited partnership, may be a conversion source for an Iowa limited partnership."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
              "cell_locator": "IA.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "An Iowa limited partnership may convert to another domestic or foreign organization within the complete definition in §488.1101(8)."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
              "cell_locator": "IA.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Conversion requires the other organization's governing statute to authorize and not prohibit the conversion, and requires that organization to comply with its governing statute."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
              "cell_locator": "IA.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Chapter 488 uses 'conversion'; no domestication, redomestication, continuance or domicile-transfer term appears in the complete act."
            }
          },
          "jurisdiction": "IA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
          "state": "Iowa"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign entity may convert into an Idaho limited partnership if its formation jurisdiction authorizes the conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "An Idaho limited partnership may convert to a different domestic entity type; a foreign destination also requires authorization under that jurisdiction's law."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited partnership may domesticate into Idaho if its formation jurisdiction authorizes the domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "An Idaho limited partnership may domesticate into a foreign jurisdiction if that jurisdiction authorizes the domestication."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH21.pdf",
              "cell_locator": "ID.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "A foreign statutory “entity” of a different type may convert into an Idaho limited partnership, subject to the foreign-law condition."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH21.pdf",
              "cell_locator": "ID.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "An Idaho limited partnership may convert to any different statutory “entity” type, with a foreign-law condition for a foreign target."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "A cross-jurisdiction conversion or domestication must be authorized by the relevant foreign jurisdiction's law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Idaho uses the statutory term “domestication” for a same-type jurisdiction change."
            }
          },
          "jurisdiction": "ID",
          "last_checked": "2026-10-02",
          "official_source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
          "state": "Idaho"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic entity of another type may convert into an Illinois limited partnership; a foreign one may if its home jurisdiction's law authorizes it (805 ILCS 415/201(a)-(b); 805 ILCS 215/1102)."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A domestic limited partnership may convert to a domestic entity of a different type, or to a foreign one if the foreign jurisdiction's law authorizes it (805 ILCS 415/201(a); 805 ILCS 215/1102)."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited partnership may become an Illinois limited partnership by domestication if the law of its jurisdiction of organization authorizes it (805 ILCS 415/301(b); 805 ILCS 215/1102)."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "An Illinois limited partnership may domesticate in a foreign jurisdiction if that jurisdiction's law authorizes it, after approving a plan of domestication (805 ILCS 415/301(a), 302; 805 ILCS 215/1102)."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Domestic or (if their law allows) foreign business, medical, nonprofit and professional service corporations, general partnerships (incl. LLPs) and LLCs may convert into an Illinois limited partnership (805 ILCS 415/201)."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "An Illinois limited partnership may convert into domestic or (if that law allows) foreign business, medical, nonprofit and professional service corporations, general partnerships (incl. LLPs) and LLCs (805 ILCS 415/201)."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Required: a conversion to or from a foreign entity, and a domestication into or out of Illinois, must be authorized by the law of the foreign jurisdiction (805 ILCS 415/201(a)(2), (b); 301(a)-(b))."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Illinois uses 'domestication' (Entity Omnibus Act Art. 3) for an entity moving its jurisdiction while keeping its type; a change of type, including across jurisdictions, is a 'conversion' (Art. 2)."
            }
          },
          "jurisdiction": "IL",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
          "state": "Illinois"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A different domestic entity type may convert into an Indiana limited partnership; a different foreign type may do so if its formation jurisdiction authorizes it, subject to IC 23-0.6-4-1(c)-(e)."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "An Indiana limited partnership may convert to a different domestic entity type, or to a different foreign type if the foreign jurisdiction authorizes it, subject to IC 23-0.6-4-1(c)-(e)."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited partnership may become an Indiana limited partnership by domestication if its formation jurisdiction authorizes the domestication and the IC 23-0.6-5 filing and approval rules are met."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "An Indiana limited partnership may become the same entity type in a foreign jurisdiction by domestication if that jurisdiction authorizes it and the IC 23-0.6-5 plan, approval, and filing rules are met."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Entities of a different type may convert into an Indiana limited partnership; the eligible source classes are the other listed for-profit entity types, excluding nonprofit corporations under IC 23-0.6-4-1(c),(e)."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "An Indiana limited partnership may convert to the other listed for-profit entity types; conversion to a nonprofit corporation is barred by IC 23-0.6-4-1(c), and nonprofit corporations may not convert."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For a foreign conversion or domestication, Indiana requires authorization under the relevant foreign jurisdiction's law; an inbound foreign entity's formation law also must authorize the transaction."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Indiana uses the statutory term “domestication” for the same-type change of jurisdiction governed by IC 23-0.6-5."
            }
          },
          "jurisdiction": "IN",
          "last_checked": "2026-10-02",
          "official_source_url": "https://iga.in.gov/ic/2026/Title_23.html",
          "state": "Indiana"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
              "cell_locator": "KS.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A different foreign entity type may convert into a Kansas limited partnership if its jurisdiction of organization authorizes the conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
              "cell_locator": "KS.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Kansas limited partnership may convert to a different domestic entity type or, if the destination law authorizes it, a different foreign entity type."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0501.html",
              "cell_locator": "KS.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited partnership may domesticate into Kansas if its jurisdiction of organization authorizes the domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0501.html",
              "cell_locator": "KS.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Kansas limited partnership may domesticate into a foreign jurisdiction if that jurisdiction authorizes the domestication."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0102.html",
              "cell_locator": "KS.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The Act's entity definition supplies the types that may convert into a Kansas limited partnership; conversion requires a different type."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0102.html",
              "cell_locator": "KS.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The Act's entity definition supplies the types into which a Kansas limited partnership may convert; conversion requires a different type."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
              "cell_locator": "KS.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "A conversion involving a foreign jurisdiction requires authorization under that jurisdiction's law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0102.html",
              "cell_locator": "KS.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Kansas uses and defines the term domestication for a same-entity continuation under a different jurisdiction's organic law."
            }
          },
          "jurisdiction": "KS",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
          "state": "Kansas"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41510",
              "cell_locator": "KY.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A partnership or LLC may convert into a Kentucky LP; an LLC source must satisfy its governing statute and jurisdiction law."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41510",
              "cell_locator": "KY.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Kentucky LP may convert into a partnership, LLC, or statutory trust under the route-specific statutes and approvals."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/chapter.aspx?id=39038",
              "cell_locator": "KY.lp.domestication_inbound",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "domestication_inbound",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/chapter.aspx?id=39038",
              "cell_locator": "KY.lp.domestication_outbound",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "domestication_outbound",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41510",
              "cell_locator": "KY.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Stated inbound source types are a partnership and limited liability company, including an LLC under comparable law of another jurisdiction."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41510",
              "cell_locator": "KY.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "Stated outbound target types are a partnership, limited liability company, and statutory trust."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41510",
              "cell_locator": "KY.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For an LLC-to-LP conversion, the LLC's governing statute must authorize it, its jurisdiction must not prohibit it, and the LLC must comply with that statute."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/chapter.aspx?id=39036",
              "cell_locator": "KY.lp.redomiciliation_term_used",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "redomiciliation_term_used",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            }
          },
          "jurisdiction": "KY",
          "last_checked": "2026-10-03",
          "official_source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41510",
          "state": "Kentucky"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
              "cell_locator": "LA.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic business corporation or another domestic unincorporated entity may convert into a domestic Louisiana partnership in commendam."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
              "cell_locator": "LA.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A domestic Louisiana partnership in commendam may convert to a domestic business corporation or another form of domestic unincorporated entity."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
              "cell_locator": "LA.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No authorization was located for a foreign limited partnership to become a domestic Louisiana partnership in commendam through a same-type jurisdictional move."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
              "cell_locator": "LA.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No authorization was located for a domestic Louisiana partnership in commendam to move to another jurisdiction while remaining the same entity type."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=920192",
              "cell_locator": "LA.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The listed domestic entity types may convert into a domestic Louisiana partnership in commendam; the statute does not extend this route to foreign different-type entities."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=920192",
              "cell_locator": "LA.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic Louisiana partnership in commendam may convert into the listed domestic entity types; the statute does not extend this route to a foreign different-type entity."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
              "cell_locator": "LA.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "No paired-jurisdiction authorization rule was stated for limited-partnership conversion or domestication because the located conversion route is domestic-only and no same-type move was located."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
              "cell_locator": "LA.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "No redomiciliation term was stated for a Louisiana partnership in commendam in the complete transaction and organic-law search."
            }
          },
          "jurisdiction": "LA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
          "state": "Louisiana"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.50",
              "cell_locator": "MA.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic Massachusetts business corporation may convert to a domestic Massachusetts limited partnership as a domestic other entity."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
              "cell_locator": "MA.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Massachusetts LP may convert to a domestic Massachusetts LLC under ch. 156C, §69, or to a domestic business corporation under ch. 156D, §9.50(c)."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C",
              "cell_locator": "MA.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No same-form inbound domestication authorization for a Massachusetts limited partnership was located after complete searches of the LLC and LP acts; §9.20 is corporation-only."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C",
              "cell_locator": "MA.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No same-form outbound domestication authorization for a Massachusetts limited partnership was located after complete searches of the LLC and LP acts; §9.20 is corporation-only."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.50",
              "cell_locator": "MA.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The located inbound conversion procedure permits a domestic Massachusetts business corporation to convert to a domestic Massachusetts LP."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
              "cell_locator": "MA.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The located outbound procedures permit an LP to convert to a domestic Massachusetts LLC or business corporation."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
              "cell_locator": "MA.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The conversion provisions reaching a Massachusetts limited partnership state no general requirement that another jurisdiction's law permit the transaction."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C",
              "cell_locator": "MA.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "No redomiciliation term for a same-form jurisdictional move by a Massachusetts limited partnership is stated in the complete LLC or LP acts."
            }
          },
          "jurisdiction": "MA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
          "state": "Massachusetts"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-01&enactments=false",
              "cell_locator": "MD.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "An other entity may convert to a Maryland limited partnership by meeting the approval and filing requirements stated in the conversion subtitle."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-01&enactments=false",
              "cell_locator": "MD.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A limited partnership may convert to an other entity by obtaining the stated approval and filing articles of conversion."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-01&enactments=false",
              "cell_locator": "MD.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Maryland treats a foreign limited partnership becoming a domestic limited partnership as a conversion under the same approval and filing procedure."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-01&enactments=false",
              "cell_locator": "MD.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Maryland treats a domestic limited partnership becoming a foreign limited partnership as a conversion under the same approval and filing procedure."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-01&enactments=false",
              "cell_locator": "MD.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The listed corporations, partnerships, trusts, unincorporated businesses, and foreign same-type entities may convert into a Maryland limited partnership."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-01&enactments=false",
              "cell_locator": "MD.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Maryland limited partnership may convert into any entity type included in the conversion subtitle's complete “other entity” definition."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-02&enactments=false",
              "cell_locator": "MD.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "An inbound entity must approve the conversion in the manner and by the vote required by its governing document and organizing law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-01&enactments=false",
              "cell_locator": "MD.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Maryland's limited partnership statute uses the term “conversion” for this transaction."
            }
          },
          "jurisdiction": "MD",
          "last_checked": "2026-10-02",
          "official_source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-01&enactments=false",
          "state": "Maryland"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
              "cell_locator": "ME.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Maine conditionally authorizes conversion into a domestic LP when the other organization's governing statute and jurisdiction permit it."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
              "cell_locator": "ME.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "Maine conditionally authorizes conversion out of a domestic LP when the other organization's governing statute and jurisdiction permit it."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
              "cell_locator": "ME.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No procedure authorizing a foreign LP to become a Maine LP was located in the complete Uniform Limited Partnership Act; §1432 reaches only an organization other than an LP."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
              "cell_locator": "ME.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No procedure authorizing a Maine LP to become a foreign LP was located in the complete Uniform Limited Partnership Act; §1432 reaches only an organization other than an LP."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
              "cell_locator": "ME.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "An organization other than an LP may convert into a Maine LP; the organization definition covers domestic and foreign entity forms."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
              "cell_locator": "ME.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Maine LP may convert into another organization within the statute's domestic-and-foreign organization definition."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
              "cell_locator": "ME.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The other organization's governing statute must authorize conversion, its jurisdiction may not prohibit it, and the other organization must comply with its governing statute."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
              "cell_locator": "ME.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The complete Maine Uniform Limited Partnership Act does not use domestication, redomiciliation, or continuance as an LP home-jurisdiction procedure."
            }
          },
          "jurisdiction": "ME",
          "last_checked": "2026-10-02",
          "official_source_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
          "state": "Maine"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-213-of-1982.pdf",
              "cell_locator": "MI.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "No statute authorizing conversion of another entity into a Michigan limited partnership was located in the complete LP Act."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
              "cell_locator": "MI.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Michigan limited partnership may convert only to an LLC under this route, after the stated partner approval and articles-and-certificate filings."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-213-of-1982.pdf",
              "cell_locator": "MI.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No same-type foreign-limited-partnership-to-Michigan conversion, domestication, transfer, or continuance authorization was located in the complete LP Act."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-213-of-1982.pdf",
              "cell_locator": "MI.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No same-type Michigan-to-foreign limited-partnership conversion, domestication, transfer, or continuance authorization was located in the complete LP Act."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-213-of-1982.pdf",
              "cell_locator": "MI.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The complete LP Act states no source-entity class eligible to convert into a Michigan limited partnership."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
              "cell_locator": "MI.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The express Michigan limited-partnership conversion route names a limited liability company as the target."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
              "cell_locator": "MI.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The domestic-LP-to-LLC conversion section states no paired-jurisdiction authorization condition."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-213-of-1982.pdf",
              "cell_locator": "MI.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The complete LP Act states no term for an inbound or outbound home-jurisdiction move."
            }
          },
          "jurisdiction": "MI",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
          "state": "Michigan"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
              "cell_locator": "MN.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A permitted organization may convert into a Minnesota limited partnership if its governing statute authorizes the transaction and the Minnesota filing rule is satisfied."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
              "cell_locator": "MN.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Minnesota limited partnership may convert to the permitted organization forms if the other governing statute authorizes the transaction and the stated approval and filing rules are met."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
              "cell_locator": "MN.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited partnership may move its home jurisdiction into Minnesota through the statute's stated procedure and paired-jurisdiction conditions."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
              "cell_locator": "MN.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Minnesota limited partnership may move its home jurisdiction out of Minnesota through the statute's stated procedure and paired-jurisdiction conditions."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
              "cell_locator": "MN.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The organization definition and inbound conversion clause state the source-organization scope for conversion into a Minnesota limited partnership."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
              "cell_locator": "MN.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The organization definition and outbound conversion clause state the target-organization scope for a Minnesota limited partnership conversion."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
              "cell_locator": "MN.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The other organization's governing statute must authorize the conversion, and the transaction may not be prohibited by the governing jurisdictions' law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
              "cell_locator": "MN.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Minnesota uses domestication for a same-type change of home jurisdiction involving a limited partnership."
            }
          },
          "jurisdiction": "MN",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
          "state": "Minnesota"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
              "cell_locator": "MO.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A Missouri corporation may convert into a limited partnership."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Missouri limited partnership is an “other entity” that may convert to a Missouri corporation."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneChapter.aspx?chapter=359",
              "cell_locator": "MO.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No authorization for a foreign limited partnership to become a domestic Missouri limited partnership was located after the complete chapter search."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneChapter.aspx?chapter=359",
              "cell_locator": "MO.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No authorization for a Missouri limited partnership to become a foreign limited partnership was located after the complete chapter search."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
              "cell_locator": "MO.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The captured inbound conversion rule expressly permits a Missouri corporation to convert into a limited partnership."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The captured outbound conversion rule expressly permits a Missouri limited partnership to convert into a Missouri corporation."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The captured conversion provisions state no requirement that the other jurisdiction's law authorize the conversion."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneChapter.aspx?chapter=359",
              "cell_locator": "MO.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "No statutory term for a same-type limited partnership jurisdiction move was located after the complete chapter search."
            }
          },
          "jurisdiction": "MO",
          "last_checked": "2026-10-03",
          "official_source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
          "state": "Missouri"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
              "cell_locator": "MS.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign entity may convert into a Mississippi limited partnership of a different type only after Article 5 domestication and authorization under its formation law."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
              "cell_locator": "MS.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Mississippi limited partnership may convert to a different entity type; a foreign target also requires authorization under its formation law and prior Article 5 compliance."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited partnership may domesticate into Mississippi as the same entity type if its formation jurisdiction authorizes the domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A domestic Mississippi limited partnership may domesticate to a foreign jurisdiction as the same entity type if that jurisdiction authorizes the domestication."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Eligible conversion sources are the § 79-37-102(12) entity types other than limited partnership; charitable organizations may not convert."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "Eligible conversion targets are the § 79-37-102(12) entity types other than limited partnership; charitable organizations may not convert."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For domestication, Mississippi requires the relevant foreign jurisdiction's law to authorize the transaction."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The Mississippi statute uses and defines the term “domestication.”"
            }
          },
          "jurisdiction": "MS",
          "last_checked": "2026-10-03",
          "official_source_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
          "state": "Mississippi"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0020/0350-0120-0150-0020.html",
              "cell_locator": "MT.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Another organization may convert to a Montana limited partnership if the other organization's governing statute authorizes and does not prohibit the conversion and the filing rules are met."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0020/0350-0120-0150-0020.html",
              "cell_locator": "MT.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Montana limited partnership may convert to another organization if the other organization's governing statute authorizes and does not prohibit the conversion and the filing rules are met."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0020/0350-0080-0140-0020.html",
              "cell_locator": "MT.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited partnership may become a Montana limited partnership if the other jurisdiction authorizes it and the generic entity-domestication approval and filing rules are met."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0020/0350-0080-0140-0020.html",
              "cell_locator": "MT.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Montana limited partnership may become a foreign limited partnership if the other jurisdiction authorizes it and the generic entity-domestication approval and filing rules are met."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0010/0350-0120-0150-0010.html",
              "cell_locator": "MT.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The LP conversion act's defined “organization” classes are eligible for conversion into a limited partnership, subject to MCA 35-12-1502."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0010/0350-0120-0150-0010.html",
              "cell_locator": "MT.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The LP conversion act's defined “organization” classes are eligible for conversion from a limited partnership, subject to MCA 35-12-1502."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0020/0350-0120-0150-0020.html",
              "cell_locator": "MT.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The other organization's governing statute must authorize and not prohibit conversion; same-type domestication also requires authorization under the other jurisdiction's law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0140/section_0010/0350-0080-0140-0010.html",
              "cell_locator": "MT.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Montana's generic entity-transactions part uses “domestication” and expressly includes limited partnerships in its entity definition."
            }
          },
          "jurisdiction": "MT",
          "last_checked": "2026-10-02",
          "official_source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0020/0350-0120-0150-0020.html",
          "state": "Montana"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
              "cell_locator": "NC.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "North Carolina conditionally authorizes conversion into a domestic LP when the governing entity law permits it."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
              "cell_locator": "NC.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "North Carolina conditionally authorizes conversion out of a domestic LP when the governing entity law permits it."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
              "cell_locator": "NC.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign LP may become a North Carolina LP through the statute's conversion procedure when its governing law permits it."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
              "cell_locator": "NC.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A North Carolina LP may become a foreign LP through conversion when the destination law permits it."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
              "cell_locator": "NC.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The LP inbound-conversion provision uses the statute's defined domestic-and-foreign entity universe, excluding only the domestic destination form."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
              "cell_locator": "NC.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic LP may convert to a different entity in the statute's defined domestic-and-foreign entity universe."
            },
            "paired_jurisdiction_authorization": {
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              "cell_locator": "NC.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The law governing the converting or resulting foreign entity must permit the conversion, and the converting entity must comply with applicable law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
              "cell_locator": "NC.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The North Carolina LP statute uses conversion, rather than domestication, for covered same-form interstate moves."
            }
          },
          "jurisdiction": "NC",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
          "state": "North Carolina"
        },
        {
          "cells": {
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              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "An organization other than a limited partnership may convert into a North Dakota limited partnership if the other organization's governing law authorizes and permits it."
            },
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              "cell_locator": "ND.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A North Dakota limited partnership may convert to another organization other than a general partnership if the other organization's governing law authorizes and permits it."
            },
            "domestication_inbound": {
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              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "North Dakota treats the inbound same-type jurisdiction move as a conversion involving a foreign limited partnership, subject to the other organization's governing law."
            },
            "domestication_outbound": {
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              "cell_locator": "ND.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "North Dakota treats the outbound same-type jurisdiction move as a conversion involving a foreign limited partnership, subject to the other organization's governing law."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
              "cell_locator": "ND.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The statutory organization types other than a limited partnership, excluding the listed nonprofit forms, may be sources for conversion into that entity type."
            },
            "eligible_target_types": {
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              "cell_locator": "ND.lp.eligible_target_types",
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              "source_field": "eligible_target_types",
              "value": "A North Dakota limited partnership may convert to another statutory organization type other than a general partnership, subject to the nonprofit exclusions."
            },
            "paired_jurisdiction_authorization": {
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              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The other organization's governing statute must authorize the conversion, the enacting jurisdiction's law must not prohibit it, and the organization must comply with that statute."
            },
            "redomiciliation_term_used": {
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              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The North Dakota limited partnership statute uses the term “conversion” for a same-type jurisdiction move involving its foreign counterpart."
            }
          },
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          "state": "North Dakota"
        },
        {
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            },
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            },
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              "source_field": "eligible_source_types",
              "value": "Stated source types are a partnership, a domestic business corporation and an LLC (an LLC may convert to any 'organization', a term defined to include a limited partnership)."
            },
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              "source_field": "eligible_target_types",
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            },
            "paired_jurisdiction_authorization": {
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              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "A conversion to a foreign LLC must also comply with the law of that LLC's formation state."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-293",
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              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The Act uses conversion; no domestication, redomestication, continuance, or domicile-transfer term appears in the complete Act."
            }
          },
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          "last_checked": "2026-10-03",
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          "state": "Nebraska"
        },
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          "cells": {
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              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "No procedure authorizing another entity type to convert into a New Hampshire limited partnership was located in the complete LP Act."
            },
            "conversion_authorization_posture.outbound": {
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              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A New Hampshire limited partnership may convert to another stated entity type to the extent the target-form law authorizes the conversion."
            },
            "domestication_inbound": {
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            },
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              "value": "No procedure for a New Hampshire limited partnership to domesticate or continue into another jurisdiction was located in the complete LP Act."
            },
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              "publish_status": "publish_ready",
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              "value": "No inbound-conversion source types were located because the complete LP Act states no inbound conversion procedure."
            },
            "eligible_target_types": {
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              "value": "A limited partnership may convert to a domestic or foreign corporation, LLC, or general partnership when the applicable target law authorizes it."
            },
            "paired_jurisdiction_authorization": {
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            },
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          "state": "New Hampshire"
        },
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            },
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              "publish_status": "typed_unknown",
              "source_field": "domestication_inbound",
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            },
            "domestication_outbound": {
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              "publish_status": "publish_ready",
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          },
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            },
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            },
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            },
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              "value": "The LP Act permits another domestic or foreign organization within its complete defined list to convert into a New Mexico limited partnership, subject to the other law."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do",
              "cell_locator": "NM.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A New Mexico limited partnership may convert to another domestic or foreign organization within the LP Act's complete defined list, subject to the other law."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do",
              "cell_locator": "NM.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The other organization's governing statute must authorize the conversion, its jurisdiction's law must not prohibit it, and the organization must comply with that statute."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do",
              "cell_locator": "NM.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "New Mexico uses the term “conversion” for the limited-partnership procedure that can reach a same-type move between jurisdictions."
            }
          },
          "jurisdiction": "NM",
          "last_checked": "2026-10-03",
          "official_source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
          "state": "New Mexico"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "NRS 92A.195(1) lets a foreign entity of any type convert into a domestic limited partnership if the foreign jurisdiction's law permits it and the parties comply with NRS 92A.205-240."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "NRS 92A.105(1) lets a domestic limited partnership convert into a different-type domestic entity or a foreign entity; NRS 92A.195(2) conditions the foreign-entity case on the destination jurisdiction's law permitting it."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "NRS 92A.270 lets any 'undomesticated organization' (a term naming 'limited partnership') become domesticated in Nevada as a domestic limited partnership, on Secretary of State filing plus internal and foreign-law approval."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Nevada has no separate outbound-domestication statute; a domestic limited partnership moving to another jurisdiction without changing type does so as a conversion into a 'foreign entity' under NRS 92A.105(1)/92A.195(2)."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Any foreign or domestic corporation (for-profit or not), LLC, LP, business trust, or general partnership may convert into a domestic limited partnership; a domestic nonprofit corporation may not be the converting (source) entity."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic limited partnership may convert into any 'entity' as chapter 92A defines that term: a corporation (for-profit or not), LLC, LP, or business trust, foreign or domestic."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Both conversion directions require the other jurisdiction's law to permit the transaction (NRS 92A.195(1)(a), (2)(a)); inbound domestication requires approval under 'applicable foreign law' (NRS 92A.270(6)(b))."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Chapter 92A's title and NRS 92A.270's heading use 'domestication' for an inbound jurisdiction-only move; an outbound same-type move is done as a 'conversion' (NRS 92A.105/195)."
            }
          },
          "jurisdiction": "NV",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
          "state": "Nevada"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/PTR/121-101",
              "cell_locator": "NY.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "No provision authorizing another entity type to convert into a New York limited partnership was located in the Partnership Law, the LLC Law or the Business Corporation Law."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
              "cell_locator": "NY.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A New York limited partnership may convert into a New York LLC under LLC Law § 1006 (the Partnership Law has no conversion section), with partner approval, a certificate of conversion and cancellation of its certificate."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/PTR/121-101",
              "cell_locator": "NY.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "The Partnership Law (incl. Art. 8-A) has no procedure for a foreign limited partnership to domesticate or transfer into New York; a full-text search of all 165 sections found none."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/PTR/121-101",
              "cell_locator": "NY.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "The Partnership Law (incl. Art. 8-A) has no procedure for a New York limited partnership to domesticate or transfer into another jurisdiction; a full-text search of all 165 sections found none."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/PTR/121-101",
              "cell_locator": "NY.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "No provision lets another entity type convert into a New York limited partnership, so no eligible source entity types are stated."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
              "cell_locator": "NY.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "Under LLC Law § 1006(b), a New York limited partnership may convert into a limited liability company, which LLC Law § 102(m) defines as one formed and existing under that chapter and New York law."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
              "cell_locator": "NY.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "LLC Law §§ 1006-1007 state no requirement that another jurisdiction's law permit a limited partnership's conversion, and the Partnership Law has no domestication provision."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/PTR/121-101",
              "cell_locator": "NY.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The Partnership Law uses no redomiciliation term (domestication, redomestication, transfer or change of domicile or jurisdiction, or similar) in any of its 165 sections."
            }
          },
          "jurisdiction": "NY",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
          "state": "New York"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
              "cell_locator": "OH.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic or foreign entity may convert into a domestic Ohio limited partnership when its governing law permits it."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
              "cell_locator": "OH.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A domestic Ohio limited partnership may convert to another domestic or foreign entity form when the receiving law permits it."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
              "cell_locator": "OH.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited partnership may become a domestic Ohio limited partnership through the statute's conversion procedure when its governing law permits."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
              "cell_locator": "OH.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A domestic Ohio limited partnership may become a foreign limited partnership through conversion when the receiving jurisdiction's law permits."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
              "cell_locator": "OH.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Eligible inbound source types are the statute's listed domestic or foreign entity forms, subject to the target-form exclusions."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
              "cell_locator": "OH.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "Eligible outbound target types are the statute's listed domestic or foreign entity forms, subject to the source-form exclusions."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
              "cell_locator": "OH.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The other entity's governing chapter or jurisdictional law must permit the conversion."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
              "cell_locator": "OH.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Ohio uses the term “conversion” for the statutory procedure that can accomplish a same-form move into or out of Ohio."
            }
          },
          "jurisdiction": "OH",
          "last_checked": "2026-10-03",
          "official_source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
          "state": "Ohio"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=460301",
              "cell_locator": "OK.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Another organization may convert to an Oklahoma limited partnership only when the other organization's law satisfies all three statutory conditions."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=460301",
              "cell_locator": "OK.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "An Oklahoma limited partnership may convert to another organization only when the other organization's law satisfies all three statutory conditions."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.oklegislature.gov/OK_Statutes/CompleteTitles/os54.pdf",
              "cell_locator": "OK.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No procedure was located for a foreign limited partnership to become an Oklahoma limited partnership of the same type."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.oklegislature.gov/OK_Statutes/CompleteTitles/os54.pdf",
              "cell_locator": "OK.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No procedure was located for an Oklahoma limited partnership to become a foreign limited partnership of the same type."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=460300",
              "cell_locator": "OK.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Inbound eligibility covers any statutory “organization” other than a limited partnership, subject to the other organization's governing law."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=460300",
              "cell_locator": "OK.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "Outbound eligibility covers another statutory “organization,” subject to the destination organization's governing law."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=460301",
              "cell_locator": "OK.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The other organization's governing statute must authorize the conversion, not prohibit it, and be followed in effecting it."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.oklegislature.gov/OK_Statutes/CompleteTitles/os54.pdf",
              "cell_locator": "OK.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The LP Act does not state a domestication, redomestication, transfer, or continuance term for a same-type jurisdiction change."
            }
          },
          "jurisdiction": "OK",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=460301",
          "state": "Oklahoma"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
              "cell_locator": "OR.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A business entity within Oregon's statutory definition may convert into an Oregon limited partnership by approving a plan and filing articles of conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
              "cell_locator": "OR.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "An Oregon limited partnership may convert to a qualifying business entity in Oregon or another jurisdiction under the stated plan, filing, foreign-authorization, and compliance rules."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
              "cell_locator": "OR.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Oregon calls the transaction a conversion: a foreign limited partnership within the business-entity definition may convert into an Oregon limited partnership through the stated plan and filing process."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
              "cell_locator": "OR.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Oregon calls the transaction a conversion: an Oregon limited partnership may convert into a foreign limited partnership if the other jurisdiction permits it and all stated conditions are met."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
              "cell_locator": "OR.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The business-entity definition enumerates the entity forms eligible to convert into an Oregon limited partnership, including qualifying forms organized under comparable foreign law."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
              "cell_locator": "OR.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The business-entity definition enumerates the entity forms eligible as conversion targets for an Oregon limited partnership, subject to the authorization clauses."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
              "cell_locator": "OR.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For conversion of an Oregon limited partnership into an entity organized in another jurisdiction, that jurisdiction's law must permit the conversion."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
              "cell_locator": "OR.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Oregon uses “conversion” for a same-type change of home jurisdiction involving a limited partnership."
            }
          },
          "jurisdiction": "OR",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
          "state": "Oregon"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign association of a different type may convert into a Pennsylvania limited partnership if its formation jurisdiction authorizes the conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Pennsylvania limited partnership may convert to a different domestic type or banking institution, and to a different foreign type if the foreign law authorizes it."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited partnership may domesticate into Pennsylvania as the same type because Title 15 provides for forming that type."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Pennsylvania limited partnership may domesticate to the same type in a foreign jurisdiction if that jurisdiction authorizes the domestication."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000.",
              "cell_locator": "PA.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Sources into a Pennsylvania limited partnership include the other Title 15 entity types and a domestic banking institution; foreign associations must be a different type."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000.",
              "cell_locator": "PA.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Pennsylvania limited partnership may target the other Title 15 entity types or a domestic banking institution; a foreign target must be a different type."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For a conversion involving a foreign association, the relevant foreign jurisdiction's law must authorize the conversion."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000.",
              "cell_locator": "PA.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Pennsylvania uses and defines the statutory terms “conversion” and “domestication.”"
            }
          },
          "jurisdiction": "PA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
          "state": "Pennsylvania"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-4/7-13.1-1141.htm",
              "cell_locator": "RI.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign entity other than a foreign LP may convert to a Rhode Island LP if its formation jurisdiction authorizes the conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-4/7-13.1-1141.htm",
              "cell_locator": "RI.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Rhode Island LP may convert to a different entity type; a foreign target also requires authorization by its jurisdiction's law."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-5/7-13.1-1151.htm",
              "cell_locator": "RI.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign LP may domesticate as a Rhode Island LP if its formation jurisdiction authorizes the domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-5/7-13.1-1151.htm",
              "cell_locator": "RI.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Rhode Island LP may domesticate as a foreign LP if the foreign jurisdiction authorizes the domestication."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-1/7-13.1-1101.htm",
              "cell_locator": "RI.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "A foreign entity within the act's definition, other than a foreign LP, may convert to a Rhode Island LP."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-1/7-13.1-1101.htm",
              "cell_locator": "RI.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Rhode Island LP may convert to a different domestic or foreign entity type within the act's entity definition."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-5/7-13.1-1151.htm",
              "cell_locator": "RI.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Foreign conversion and domestication require authorization by the relevant foreign jurisdiction's law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-5/7-13.1-1151.htm",
              "cell_locator": "RI.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The LP act uses “domestication” for a same-type jurisdiction move."
            }
          },
          "jurisdiction": "RI",
          "last_checked": "2026-10-02",
          "official_source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-4/7-13.1-1141.htm",
          "state": "Rhode Island"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A South Carolina LLC or corporation may convert to a South Carolina limited partnership."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A South Carolina limited partnership may convert to an LLC or corporation."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c042.php",
              "cell_locator": "SC.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No express inbound limited-partnership domestication or continuance authorization was located in the complete South Carolina Limited Partnership Act."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c042.php",
              "cell_locator": "SC.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No express outbound limited-partnership domestication or continuance authorization was located in the complete South Carolina Limited Partnership Act."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "LLCs and corporations may convert into South Carolina limited partnerships."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A South Carolina limited partnership may convert into an LLC or corporation."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The mapped limited-partnership conversion sections do not require authorization under another jurisdiction's law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c042.php",
              "cell_locator": "SC.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The complete South Carolina Limited Partnership Act does not state a term for a limited-partnership same-type change of jurisdiction."
            }
          },
          "jurisdiction": "SC",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.scstatehouse.gov/code/t33c044.php",
          "state": "South Carolina"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-902",
              "cell_locator": "SD.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A partnership may convert to a South Dakota limited partnership; the corporation act also permits a domestic business corporation to become a domestic unincorporated entity, including an LP."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-903",
              "cell_locator": "SD.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A South Dakota limited partnership may convert to a partnership; the corporation act also permits a domestic unincorporated entity, including an LP, to become a domestic business corporation."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7",
              "cell_locator": "SD.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No inbound limited-partnership domestication authorization appears in the complete South Dakota limited-partnership and partnership chapters."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7",
              "cell_locator": "SD.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No outbound limited-partnership domestication authorization appears in the complete South Dakota limited-partnership and partnership chapters."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-902",
              "cell_locator": "SD.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "A partnership may convert to an LP, and a domestic business corporation may use the corporation act's domestic-unincorporated-entity route to become an LP."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-903",
              "cell_locator": "SD.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "An LP may convert to a partnership or use the corporation act's domestic-unincorporated-entity route to become a domestic business corporation."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-902",
              "cell_locator": "SD.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The located LP conversion routes are domestic routes and do not state a paired-jurisdiction authorization requirement."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-902",
              "cell_locator": "SD.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The applicable statutes use conversion and entity conversion for the LP transaction routes; no same-type domestication route was located."
            }
          },
          "jurisdiction": "SD",
          "last_checked": "2026-10-03",
          "official_source_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-903",
          "state": "South Dakota"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
              "cell_locator": "TN.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign entity may convert into a Tennessee limited partnership if its jurisdiction-of-formation law authorizes the conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
              "cell_locator": "TN.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Tennessee limited partnership may convert to a different domestic entity type or to a different foreign type if destination law authorizes it."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
              "cell_locator": "TN.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited partnership may become a Tennessee limited partnership through conversion if its formation-jurisdiction law authorizes it."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
              "cell_locator": "TN.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No outbound same-form move was located: § 61-3-1110(a) authorizes a Tennessee LP to become only a different entity type."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
              "cell_locator": "TN.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "A foreign entity within the Act's full entity definition, including a foreign LP, may be an inbound source type."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
              "cell_locator": "TN.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Tennessee LP may target a different domestic or foreign entity type within the full statutory definition."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
              "cell_locator": "TN.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Both foreign outbound and inbound conversions require authorization under the foreign entity's jurisdiction-of-formation law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
              "cell_locator": "TN.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The LP Act uses conversion for the inbound same-form move expressly reached by the foreign-entity authorization."
            }
          },
          "jurisdiction": "TN",
          "last_checked": "2026-10-03",
          "official_source_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
          "state": "Tennessee"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic entity of a different type, or a non-code organization whose own law or governing documents permit it, may convert into a Texas LP; a nonprofit corporation or association may not convert into a for-profit entity."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Texas limited partnership may convert into a different type of domestic entity or a non-code organization by plan of conversion, subject to the converted entity's governing law and owner-consent limits (BOC §10.101)."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign LP may become a Texas LP by converting as a non-code organization under BOC §10.102, a continuance its home law may treat as a domestication, continuance or transfer, if its own law or governing documents permit it."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Texas LP may continue as a foreign LP by converting into a non-code organization under BOC §10.101; the conversion may not take effect if prohibited by or inconsistent with the law of the new jurisdiction."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "A Texas LP may result from conversion of a domestic entity of another type or a non-code organization (any organization other than a domestic entity); a nonprofit corporation or association may not convert into a for-profit entity."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Texas LP may convert into a different type of domestic entity or into a non-code organization, defined as any organization other than a domestic entity (BOC §§10.101(a), 1.002(56))."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "A conversion may not take effect if prohibited by or inconsistent with the converted entity's governing law, and a non-code organization's conversion must be permitted by its own law or governing documents (BOC §§10.101(d), 10.102(c))."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm",
              "cell_locator": "TX.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Texas uses 'conversion', defined to include a continuance another jurisdiction may treat as a domestication, continuance or transfer, and 'conversion and continuance' for non-U.S. moves (BOC §§1.002(10), 10.1025)."
            }
          },
          "jurisdiction": "TX",
          "last_checked": "2026-10-02",
          "official_source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
          "state": "Texas"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A different foreign entity type may convert into a Utah limited partnership if its formation jurisdiction authorizes the conversion; domestic sources use Section 902(1)."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Utah limited partnership may convert to a different domestic entity type, or to a foreign type if the destination law authorizes the conversion."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited partnership may domesticate into Utah as the same entity type if its formation jurisdiction authorizes the domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Utah limited partnership may domesticate to a foreign jurisdiction as the same entity type if that jurisdiction authorizes the domestication."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Any statutory entity type other than a limited partnership may be a conversion source; foreign sources also need authorization under their formation law."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Utah limited partnership may convert to any other statutory entity type; a foreign target also requires authorization under its formation law."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Foreign conversion and domestication involving a Utah limited partnership require authorization under the paired foreign jurisdiction's law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Utah uses the term 'domestication' for a same-type jurisdictional move of a limited partnership."
            }
          },
          "jurisdiction": "UT",
          "last_checked": "2026-10-02",
          "official_source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
          "state": "Utah"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
              "cell_locator": "VA.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic or foreign general partnership may convert to a Virginia LP, subject to partner approval and certificate filing."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/",
              "cell_locator": "VA.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Virginia LP with an uncanceled certificate may convert to an LLC, and an LP as an eligible entity may convert to a stock corporation."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
              "cell_locator": "VA.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No procedure authorizing a foreign LP to become a Virginia LP was located after the complete mapped-source search."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
              "cell_locator": "VA.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No procedure authorizing a Virginia LP to become a foreign LP was located after the complete mapped-source search."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
              "cell_locator": "VA.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The mapped provisions permit domestic or foreign general partnerships and domestic stock corporations to convert into a Virginia LP."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/",
              "cell_locator": "VA.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The mapped provisions permit a Virginia LP to convert to a domestic LLC or domestic stock corporation."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
              "cell_locator": "VA.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "No paired-jurisdiction authorization requirement is stated for the mapped Virginia LP conversion routes."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
              "cell_locator": "VA.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The LP Act uses conversion in its operative provisions and uses domestication only in title-record recognition language."
            }
          },
          "jurisdiction": "VA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/",
          "state": "Virginia"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04142",
              "cell_locator": "VT.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A Vermont LLC or Vermont corporation may convert into a domestic limited partnership through the applicable source-entity act."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04143",
              "cell_locator": "VT.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Vermont limited partnership may convert to a domestic LLC or domestic corporation through the applicable target-entity act."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/023/03420",
              "cell_locator": "VT.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No statutory authorization was located for an inbound same-type jurisdictional move of a Vermont limited partnership."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/023/03420",
              "cell_locator": "VT.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No statutory authorization was located for an outbound same-type jurisdictional move of a Vermont limited partnership."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04142",
              "cell_locator": "VT.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "A domestic Vermont LLC or business corporation may convert into a domestic limited partnership under its source-entity act."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04143",
              "cell_locator": "VT.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Vermont limited partnership may convert to a domestic Vermont LLC or business corporation under the target-entity act."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04143",
              "cell_locator": "VT.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "No paired-jurisdiction authorization condition was stated for the domestic limited-partnership conversion routes located in the LLC and corporation acts."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/023/03420",
              "cell_locator": "VT.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "No operative domestication, continuance, or redomestication term was located for a Vermont limited partnership."
            }
          },
          "jurisdiction": "VT",
          "last_checked": "2026-10-03",
          "official_source_url": "https://legislature.vermont.gov/statutes/section/11/025/04143",
          "state": "Vermont"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.10.756",
              "cell_locator": "WA.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "An organization other than a limited partnership may convert into a Washington limited partnership when its governing statute authorizes and permits the conversion and is followed."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.10.756",
              "cell_locator": "WA.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Washington limited partnership may convert into another organization when the other organization's governing statute authorizes and permits the conversion and is followed."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.10&full=true",
              "cell_locator": "WA.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No provision authorizing a foreign limited partnership to become a Washington limited partnership was located in the complete act; the conversion source class excludes limited partnerships."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.10.756",
              "cell_locator": "WA.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Washington treats a domestic limited partnership becoming a foreign limited partnership as a conversion because “organization” includes domestic and foreign limited partnerships."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.10.751",
              "cell_locator": "WA.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The source class is an organization other than a limited partnership and includes the stated general-partnership, LLC, business-trust, corporation, and other statutory forms, domestic or foreign."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.10.751",
              "cell_locator": "WA.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Washington limited partnership may convert to another organization in the defined class, including a foreign limited partnership and the other listed forms."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.10.756",
              "cell_locator": "WA.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The other organization's governing statute must authorize the conversion, its jurisdiction's law must not prohibit it, and the organization must comply with that statute."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.10.756",
              "cell_locator": "WA.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The limited partnership statute uses “conversion” for the outbound same-type jurisdiction move reached through its organization definition."
            }
          },
          "jurisdiction": "WA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.10.756",
          "state": "Washington"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/179.1141",
              "cell_locator": "WI.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign or domestic entity other than a Wisconsin limited partnership may convert to one when source law permits and the definition, plan, approval, and filing rules are met."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/179.1141",
              "cell_locator": "WI.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Wisconsin limited partnership may convert to another domestic entity type or any foreign entity type when both governing laws permit and the statutory procedures are met."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/179.1141",
              "cell_locator": "WI.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited partnership may become a Wisconsin limited partnership through conversion when source law and the stated requirements are satisfied."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/179.1141",
              "cell_locator": "WI.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Wisconsin limited partnership may become a foreign limited partnership through conversion when destination law and the stated requirements are satisfied."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/179.0102",
              "cell_locator": "WI.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The inbound class is a foreign or domestic entity other than a Wisconsin limited partnership; “entity” means a person other than an individual."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/179.0102",
              "cell_locator": "WI.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Wisconsin limited partnership may convert to another domestic entity type or any foreign entity type; “entity” excludes individuals."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/179.1141",
              "cell_locator": "WI.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Outbound conversion requires both governing laws to permit it; inbound conversion requires permission under the converting entity's governing law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/statutes/statutes/179/xi",
              "cell_locator": "WI.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Chapter 179 uses “conversion” for same-type foreign moves and “domestication” for its separate dual-status non-U.S. procedure."
            }
          },
          "jurisdiction": "WI",
          "last_checked": "2026-10-03",
          "official_source_url": "https://docs.legis.wisconsin.gov/document/statutes/179.1141",
          "state": "Wisconsin"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://code.wvlegislature.gov/47B-9-2/",
              "cell_locator": "WV.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A partnership may convert to a West Virginia limited partnership if all partners, or the number the agreement specifies, approve and a certificate of limited partnership is filed (§ 47B-9-2)."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://code.wvlegislature.gov/31B-9-902/",
              "cell_locator": "WV.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A domestic or comparable-law foreign limited partnership may convert to a West Virginia limited liability company."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://code.wvlegislature.gov/47-9/",
              "cell_locator": "WV.lp.domestication_inbound",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "domestication_inbound",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://code.wvlegislature.gov/47-9/",
              "cell_locator": "WV.lp.domestication_outbound",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "domestication_outbound",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://code.wvlegislature.gov/47B-9-2/",
              "cell_locator": "WV.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "A general partnership may convert into a West Virginia limited partnership under W. Va. Code § 47B-9-2."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://code.wvlegislature.gov/31B-9-902/",
              "cell_locator": "WV.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The located outbound conversion procedure permits a limited partnership to convert to a West Virginia limited liability company."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://code.wvlegislature.gov/47B-9-2/",
              "cell_locator": "WV.lp.paired_jurisdiction_authorization",
              "note": "The checked official source does not state this value.",
              "publish_status": "typed_unknown",
              "source_field": "paired_jurisdiction_authorization",
              "value": "unknown",
              "visible_subline": "The checked official source does not state this value."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://code.wvlegislature.gov/47-9/",
              "cell_locator": "WV.lp.redomiciliation_term_used",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "redomiciliation_term_used",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            }
          },
          "jurisdiction": "WV",
          "last_checked": "2026-10-03",
          "official_source_url": "https://code.wvlegislature.gov/31B-9-902/",
          "state": "West Virginia"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.lp.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Under W.S. 17-26-101(a) any entity may convert to any other entity, including a WY limited partnership; a foreign entity may do so only if its organizational documents authorize the conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.lp.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "Under W.S. 17-26-101 any entity, including a WY limited partnership, may convert to any other domestic or foreign entity, after approval under its governing documents."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.lp.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign LP (not an insurer or financial institution) may continue in WY by applying for a certificate of continuance with written confirmation that its home-state domicile is ended (W.S. 17-14-1010, -1011)."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.lp.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "The LP act has no transfer-out provision; W.S. 17-26-101(b) states that a domestic entity may be converted into any form of foreign entity recognized in that foreign jurisdiction."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.lp.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Under W.S. 17-26-101 any \"entity\" (one authorized to be formed under Title 17, organized in WY or under another state's functionally equivalent law) may convert into another entity, including an LP."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.lp.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "Under W.S. 17-26-101 a WY limited partnership may convert to any other entity authorized under Title 17 (or a functional equivalent elsewhere) or to any form of foreign entity recognized there."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.lp.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Continuance requires written confirmation from the state of formation that the partnership's domicile there is or will be terminated (W.S. 17-14-1011(a)(i))."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.lp.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The WY LP act uses \"continuance\" (certificate of continuance, W.S. 17-14-202(a)(xiii); continuance of a foreign limited partnership, W.S. 17-14-1010)."
            }
          },
          "jurisdiction": "WY",
          "last_checked": "2026-10-02",
          "official_source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
          "state": "Wyoming"
        }
      ],
      "scope_label": "51 US jurisdictions (50 states plus DC)"
    },
    "limited-partnership-procedure-continuity-and-filing": {
      "field_definitions": {
        "approvals": "What the captured act states about approval of the plan or transaction.",
        "continuity_language": "What the captured act states about continuity of the entity, property, liabilities or proceedings.",
        "fee_locator": "Where the captured materials locate the filing fee; this table does not restate fee amounts.",
        "instrument": "Which articles, certificate, statement or other filing instrument the captured act identifies.",
        "tax_clearance": "Whether the captured act text states a tax-clearance, tax-payment or good-standing condition."
      },
      "last_updated": "2026-10-03",
      "matrix_id": "pp-conversion-domestication:limited-partnership-procedure-continuity-and-filing",
      "rows": [
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Alaska's hierarchy uses a partnership's organic rules or merger rule; if neither supplies a rule, all interest holders entitled to vote must approve, with separate recorded consent for new owner liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion and domestication continue the same entity without interruption; property and liabilities continue, and the continued name may replace the prior name in pending proceedings."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.akleg.gov/basis/aac.asp?media=print&secStart=3.16&secEnd=3.16",
              "cell_locator": "AK.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locator for statements of conversion and domestication is 3 AAC 16.140(5) and (7)."
            },
            "instrument": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The filing instrument is a statement of conversion or domestication; a compliant signed plan may be filed instead and has the same effect."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition was stated in the complete Alaska conversion and domestication provisions searched."
            }
          },
          "jurisdiction": "AK",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
          "state": "Alaska"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-9A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "All members or partners must consent, and any person acquiring personal liability must consent to the plan."
            },
            "continuity_language": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-9A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The conversion-effects subsection preserves property, obligations, proceedings, powers, and organizational continuity."
            },
            "fee_locator": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The conversion filing-fee locator is Ala. Code § 10A-1-4.31(a)(1)(g)."
            },
            "instrument": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-9A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The statute requires a statement of conversion and, when the converted organization is the in-state entity type, a certificate of formation."
            },
            "tax_clearance": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-9A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete limited partnership conversion article states no tax-clearance, tax-payment, or good-standing condition."
            }
          },
          "jurisdiction": "AL",
          "last_checked": "2026-10-02",
          "official_source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-9A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
          "state": "Alabama"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
              "cell_locator": "AR.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "All partners must consent to an LP conversion plan, subject to the personal-liability approval restriction."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
              "cell_locator": "AR.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted organization remains the same entity; property, obligations, rights, and pending proceedings continue."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.sos.arkansas.gov/business-commercial-services-bcs/forms-fees/partnerships",
              "cell_locator": "AR.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The Arkansas Secretary of State LP forms table provides a conversion filing-fee locator."
            },
            "instrument": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
              "cell_locator": "AR.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The filing instruments are a plan and articles of conversion, or a certificate of limited partnership for an inbound conversion."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
              "cell_locator": "AR.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance or good-standing condition is stated in the mapped LP transaction provisions."
            }
          },
          "jurisdiction": "AR",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2007%2FPublic%2FACT15.pdf",
          "state": "Arkansas"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/00370.htm",
              "cell_locator": "AZ.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A domestic Arizona limited partnership's plan requires all partners or the number or percentage specified for the transaction in the partnership agreement."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02406.htm",
              "cell_locator": "AZ.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion or domestication continues the Arizona limited partnership without interruption and carries forward its property, obligations, rights and organizational documents."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/00366.htm",
              "cell_locator": "AZ.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locator for an Arizona limited partnership's conversion or domestication statement is A.R.S. § 29-366(2) (amount not reproduced here)."
            },
            "instrument": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02405.htm",
              "cell_locator": "AZ.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Arizona uses plans and statements of conversion and domestication for a limited partnership; the applicable statement is delivered to the proper filing authority."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02401.htm",
              "cell_locator": "AZ.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment or good-standing condition was located in Arizona's complete conversion and domestication articles for a limited partnership."
            }
          },
          "jurisdiction": "AZ",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.azleg.gov/ars/29/02406.htm",
          "state": "Arizona"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
              "cell_locator": "CA.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "All general partners and a majority in interest of each class of limited partners unless the partnership agreement requires more or less; all limited partners if they would become personally liable (§ 15911.03(b))."
            },
            "continuity_language": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
              "cell_locator": "CA.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Same entity for all purposes except Rev. & Tax. Code Parts 10, 10.20 and 11; property vests, debts and liens continue, pending actions continue, and partner-liability rules apply (§ 15911.09)."
            },
            "fee_locator": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=GOV&division=3.&title=2.&part=2.&chapter=3.&article=3.",
              "cell_locator": "CA.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "LP conversion fees are set by Gov. Code § 12188(k)-(l), and by § 12184 for conversions under Corp. Code ch. 11.5; the Secretary of State's Conversion Information page lists forms LP-1A and CONV-1A."
            },
            "instrument": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
              "cell_locator": "CA.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A plan of conversion; a statement of conversion on the converted entity's formation filing, or a certificate of conversion for a foreign or partnership result; inbound, a certificate of limited partnership with a statement of conversion."
            },
            "tax_clearance": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
              "cell_locator": "CA.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The LP Act's conversion sections (§§ 15911.01-15911.09) state no tax-clearance, good-standing or tax-payment condition for a conversion."
            }
          },
          "jurisdiction": "CA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.&part=&chapter=4.5.&article=",
          "state": "California"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Approval follows the constituent documents; absent a specified rule, the statute escalates through merger and amendment standards to approval by all owners."
            },
            "continuity_language": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The resulting entity is the same continuing entity; pre-conversion obligations and personal liabilities are unaffected, and no winding up or dissolution is required by the conversion."
            },
            "fee_locator": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Colorado locates Secretary of State filing fees in C.R.S. § 24-21-104 through the Title 7 definition of “fee”; no amount is stated in this row."
            },
            "instrument": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Depending on whether the resulting entity has a Colorado constituent filing, the instrument is a statement of conversion or a combined statement and constituent document."
            },
            "tax_clearance": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, good-standing, or delinquency condition is stated in Colorado's complete entity-conversion provisions."
            }
          },
          "jurisdiction": "CO",
          "last_checked": "2026-10-02",
          "official_source_url": "https://olls.info/crs/crs2026-title-07.pdf",
          "state": "Colorado"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The entity's organic rules govern approval; merger rules or unanimous interest-holder approval apply as statutory fallbacks, with added consent for new interest-holder liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "On conversion or domestication, the same entity continues without interruption; property stays vested, liabilities continue, and pending proceedings continue under the new name."
            },
            "fee_locator": {
              "cell_citation_url": "https://business.ct.gov/knowledge-base/articles/entity-transactions-forms-and-fees",
              "cell_locator": "CT.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee source is the Connecticut Secretary of the State's Entity Transactions XXI table. No fee amount is stated here."
            },
            "instrument": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The filing instruments are a certificate of conversion and a certificate of domestication, each filed with the Secretary of the State (§§34-635(a), 34-645(a))."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, good-standing, or tax-payment condition is stated in Connecticut chapter 616 after a complete full-text search."
            }
          },
          "jurisdiction": "CT",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
          "state": "Connecticut"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A conversion follows the entity's organic conversion rules, then merger rules, then the statutory unanimous fallback, with separate consent for new holder liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "On conversion, the same entity continues without interruption; property, liabilities, powers, and pending proceedings continue as stated."
            },
            "fee_locator": {
              "cell_citation_url": "https://dlcp.dc.gov/node/1620006",
              "cell_locator": "DC.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "DLCP's all-entities fee schedule locates the filing fee under “Statement of conversion.”"
            },
            "instrument": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The converting entity files a statement of conversion; a qualifying signed plan of conversion may be filed instead."
            },
            "tax_clearance": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, good-standing, or tax-payment precondition is stated in the captured conversion and applicable domestication provisions."
            }
          },
          "jurisdiction": "DC",
          "last_checked": "2026-10-02",
          "official_source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
          "state": "District of Columbia"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
              "cell_locator": "DE.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Conversion is approved as the partnership agreement specifies, else as it specifies for mergers, else by all general partners and limited partners owning over 50% of LP profits interests (§ 17-219(b)); see § 17-217(h) for inbound."
            },
            "continuity_language": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
              "cell_locator": "DE.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "After a domestic LP converts, it is the same entity and its existence continues, property and debts stay vested and attached, prior liabilities are unaffected, and unless otherwise agreed no winding up is required (§ 17-219(c), (g), (h))."
            },
            "fee_locator": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c017/sc11/index.html",
              "cell_locator": "DE.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Filing fees for LP domestication, transfer and conversion certificates and the certificate of limited partnership are set in 6 Del. C. § 17-1107(a)(3); optional expedited-service charges are in § 17-1107(b)."
            },
            "instrument": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
              "cell_locator": "DE.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "In: certificate of conversion to limited partnership or of LP domestication, each with a certificate of limited partnership (plus statement of qualification for an LLLP); out: certificate of conversion to non-Delaware entity or of transfer."
            },
            "tax_clearance": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c017/sc11/index.html",
              "cell_locator": "DE.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The full current-year annual tax is due before filing a DRULPA certificate ending the LP's Delaware existence; with narrow exceptions no certificate is accepted while an annual tax is unpaid (§ 17-1109(b), (j))."
            }
          },
          "jurisdiction": "DE",
          "last_checked": "2026-10-02",
          "official_source_url": "https://delcode.delaware.gov/title6/c017/sc02/index.html",
          "state": "Delaware"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
              "cell_locator": "FL.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A plan of conversion needs consent of all general partners and of limited partners owning a majority of distribution rights (per class, if several), in a record; partners taking on personal liability must consent (ss. 620.2103, 620.2110)."
            },
            "continuity_language": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
              "cell_locator": "FL.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "A converted organization is for all purposes the same entity; property remains vested, obligations continue, pending actions may continue, and a converting LP is not dissolved unless otherwise agreed (s. 620.2105(1)-(2))."
            },
            "fee_locator": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
              "cell_locator": "FL.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The LP conversion filing fee is set in s. 620.1109(4) and listed on the Division of Corporations fee schedule; the LP act names no domestication filing."
            },
            "instrument": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
              "cell_locator": "FL.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "After approval, a converting LP files a certificate of conversion with the Department of State; an organization converting into an LP files a certificate of limited partnership and a certificate of conversion (s. 620.2104(1))."
            },
            "tax_clearance": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
              "cell_locator": "FL.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The LP act states no tax-clearance, good-standing or tax-payment condition for a conversion (complete search of ch. 620, Part I; conversion sections ss. 620.2101-620.2125 read in full)."
            }
          },
          "jurisdiction": "FL",
          "last_checked": "2026-10-02",
          "official_source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html",
          "state": "Florida"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The outbound conversion plan for a Georgia limited partnership requires the approval stated in O.C.G.A. § 14-9-206.8."
            },
            "continuity_language": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The inbound provision continues the same entity, vests its property and rights without further act, and preserves liabilities, creditor rights, liens, claims, and proceedings."
            },
            "fee_locator": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2007-bv-p1-bbk-p1",
              "cell_locator": "GA.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The statutory filing-fee schedule contains a certificate-of-conversion line for a Georgia limited partnership."
            },
            "instrument": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The conversion provisions require the stated conversion plan and Secretary of State filing instruments for a Georgia limited partnership transaction."
            },
            "tax_clearance": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in the captured conversion provisions for a Georgia limited partnership."
            }
          },
          "jurisdiction": "GA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
          "state": "Georgia"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1102.htm",
              "cell_locator": "HI.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The partners must approve under incorporated merger rules; the applicable threshold depends on the converted entity, governing agreement, and foreign law where relevant."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1105.htm",
              "cell_locator": "HI.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "On conversion, the entity continues without interruption; property, liabilities, creditor rights, and pending proceedings continue under HRS § 425E-1105."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-0211.htm",
              "cell_locator": "HI.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee authority for limited-partnership articles of conversion is HRS § 425E-211(a)(12)."
            },
            "instrument": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1103.htm",
              "cell_locator": "HI.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The filed instrument is articles of conversion, executed for the converting limited partnership and delivered to the director for filing; HRS § 425E-1103."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1102.htm",
              "cell_locator": "HI.lp.tax_clearance",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "tax_clearance",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            }
          },
          "jurisdiction": "HI",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0425E/HRS_0425E-1105.htm",
          "state": "Hawaii"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
              "cell_locator": "IA.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "All partners must consent to an Iowa limited partnership's conversion plan; amendment or abandonment follows the plan or the same consent unless the plan prohibits it."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
              "cell_locator": "IA.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "A converted organization is the same entity; property remains vested, obligations continue, pending proceedings continue, and conversion does not itself dissolve the LP."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
              "cell_locator": "IA.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Articles of conversion are not separately enumerated in the fee list; the filing-fee locator is the Chapter 488 catch-all in §488.117A(1)(p)."
            },
            "instrument": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
              "cell_locator": "IA.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The transaction uses a plan of conversion; an outgoing LP files articles of conversion, while an incoming entity files a certificate of limited partnership."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
              "cell_locator": "IA.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "Chapter 488 states no tax-clearance, tax-payment or good-standing condition for limited-partnership conversion."
            }
          },
          "jurisdiction": "IA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.legis.iowa.gov/docs/code/2026/488.html",
          "state": "Iowa"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The limited partnership's organic rules or merger-approval rules govern conversion and domestication approval, with specified unanimous-consent fallbacks."
            },
            "continuity_language": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion and domestication preserve the same entity without interruption, vested property, liabilities, rights, and pending proceedings."
            },
            "fee_locator": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH21.pdf",
              "cell_locator": "ID.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locator is Idaho Code § 30-21-214(b)(5)-(6)."
            },
            "instrument": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A plan is approved and a statement is filed for conversion or domestication; a signed plan meeting the statement requirements may be filed instead."
            },
            "tax_clearance": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, good-standing, or tax-payment condition is stated in the captured conversion and domestication provisions."
            }
          },
          "jurisdiction": "ID",
          "last_checked": "2026-10-02",
          "official_source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
          "state": "Idaho"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Approval follows the partnership agreement; absent a provision, the merger rule applies (consent of all partners); partners who gain personal liability must consent in a record (805 ILCS 415/203, 303; 805 ILCS 215/1107(a))."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted or domesticated entity is the same entity without interruption; property stays vested, liabilities continue, its name may be substituted in pending actions, and no dissolution occurs (805 ILCS 415/206, 306)."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Filing fees for a statement of conversion and a statement of domestication are set in 805 ILCS 415/401(b); expedited-service fees for both are set in 805 ILCS 415/407(a)."
            },
            "instrument": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A plan of conversion or domestication is approved, then a statement of conversion or statement of domestication is signed and filed with the Secretary of State on its prescribed form (805 ILCS 415/202, 205, 302, 305, 404)."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, good-standing or tax-payment condition is stated in the Entity Omnibus Act's conversion and domestication provisions or in 805 ILCS 215/1102(a)."
            }
          },
          "jurisdiction": "IL",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
          "state": "Illinois"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "An Indiana limited partnership approves under its organic rules, specified merger-approval rules, or the statutory fallback; written consent is required from holders assuming post-transaction liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "On conversion or domestication, the same entity continues without interruption; property remains vested, liabilities continue, and pending proceedings continue under IC 23-0.6-4-6(a) and -5-6(a)."
            },
            "fee_locator": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Filing-fee locations: IC 23-0.5-9-49 for articles of conversion and IC 23-0.5-9-51 for articles of domestication."
            },
            "instrument": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Indiana requires signed articles of conversion or articles of domestication to be delivered to the secretary of state for filing (IC 23-0.6-4-5(a); IC 23-0.6-5-5(a))."
            },
            "tax_clearance": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, good-standing, or revenue-department condition is stated in the complete IC 23-0.6-4 conversion or IC 23-0.6-5 domestication chapter bodies."
            }
          },
          "jurisdiction": "IN",
          "last_checked": "2026-10-02",
          "official_source_url": "https://iga.in.gov/ic/2026/Title_23.html",
          "state": "Indiana"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0403.html",
              "cell_locator": "KS.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Approval follows the entity's organic rules, then its merger-approval rule, and otherwise requires all voting interest holders; liability-bearing holders may also need written approval."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0406.html",
              "cell_locator": "KS.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted entity continues without interruption; property, liabilities, rights, and pending proceedings continue under K.S.A. 17-78-406(a)."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0405.html",
              "cell_locator": "KS.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The complete Kansas conversion and domestication provisions require certificate filing but state no filing-fee locator."
            },
            "instrument": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0405.html",
              "cell_locator": "KS.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The entity approves an agreement of conversion and files a certificate of conversion with the Secretary of State."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
              "cell_locator": "KS.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete Kansas conversion and domestication provisions state no tax-clearance, tax-payment, or good-standing condition."
            }
          },
          "jurisdiction": "KS",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0406.html",
          "state": "Kansas"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41512",
              "cell_locator": "KY.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A converting LP generally requires all partners' approval; separate consent applies if a partner will acquire personal liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41516",
              "cell_locator": "KY.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Captured LP conversion routes preserve the same entity, property, obligations, and pending proceedings under the applicable effects section."
            },
            "fee_locator": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=36802",
              "cell_locator": "KY.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Kentucky's filing fee for a limited partnership's certificate, which a conversion into a limited partnership files, is set in KRS 362.2-122."
            },
            "instrument": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=34511",
              "cell_locator": "KY.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Route-specific instruments include a certificate or cancellation of limited partnership, articles of organization, or a certificate of trust."
            },
            "tax_clearance": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/chapter.aspx?id=39036",
              "cell_locator": "KY.lp.tax_clearance",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "tax_clearance",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            }
          },
          "jurisdiction": "KY",
          "last_checked": "2026-10-03",
          "official_source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=41516",
          "state": "Kentucky"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=107574",
              "cell_locator": "LA.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A partnership-in-commendam conversion uses the merger approval rule: all general partners and limited partners holding more than a majority of limited-partner profit interests, unless its governing documents provide otherwise."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=920377",
              "cell_locator": "LA.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Entity conversion preserves the partnership in commendam's property, liabilities, pending proceedings, governing documents, converted interests, and uninterrupted identity."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=103670",
              "cell_locator": "LA.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locator for conversion from or to a Louisiana partnership, including a partnership in commendam, is La. R.S. 49:222(B)(6); the amount is not reproduced here."
            },
            "instrument": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375",
              "cell_locator": "LA.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Louisiana uses a plan of entity conversion and filed articles of entity conversion for a partnership-in-commendam conversion."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=409519",
              "cell_locator": "LA.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "A short-period tax return is required for a partnership-in-commendam entity conversion if the surviving entity's tax classification differs from the converting entity's classification."
            }
          },
          "jurisdiction": "LA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920377",
          "state": "Louisiana"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
              "cell_locator": "MA.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "LP-to-LLC approval follows the LP's merger rule or all-assets-sale fallback; LP-to-corporation approval follows its organic conversion or merger law and statutory fallbacks."
            },
            "continuity_language": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
              "cell_locator": "MA.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "For LP-to-LLC conversion, obligations and property continue; for LP-to-corporation conversion, the survivor is the same entity without interruption."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.sec.state.ma.us/divisions/corporations/general-information/corporations-filing-fees.htm",
              "cell_locator": "MA.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The official Corporations Division fee schedule lists conversion and charter-surrender filing fees; the amount is not included."
            },
            "instrument": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
              "cell_locator": "MA.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "LP-to-LLC conversion files a certificate of conversion and certificate of organization; LP-to-corporation conversion files articles of entity conversion."
            },
            "tax_clearance": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
              "cell_locator": "MA.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete conversion and domestication provisions reaching this entity type state no tax-clearance, tax-payment, or tax-good-standing condition."
            }
          },
          "jurisdiction": "MA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
          "state": "Massachusetts"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-02&enactments=false",
              "cell_locator": "MD.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Unless the agreement specifies otherwise, outbound approval requires all general partners and a majority in interest of limited partners; inbound approval follows source rules."
            },
            "continuity_language": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-04&enactments=false",
              "cell_locator": "MD.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted entity continues as the same entity; assets vest, obligations and liens continue, and pending proceedings may continue or substitute the resulting entity."
            },
            "fee_locator": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=1-203&enactments=false",
              "cell_locator": "MD.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Maryland locates the nonrefundable processing fee for articles of conversion in § 1-203(b)(1); this row states no amount."
            },
            "instrument": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-03&enactments=false",
              "cell_locator": "MD.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Articles of conversion must be filed for record with the Maryland Department of Assessments and Taxation."
            },
            "tax_clearance": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-01&enactments=false",
              "cell_locator": "MD.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, good-standing, or delinquency condition is stated in Maryland's complete LP conversion subtitle."
            }
          },
          "jurisdiction": "MD",
          "last_checked": "2026-10-02",
          "official_source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=10-7A-04&enactments=false",
          "state": "Maryland"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
              "cell_locator": "ME.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "All partners must consent to an LP conversion plan, and a partner who would acquire personal liability must consent under §1440."
            },
            "continuity_language": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
              "cell_locator": "ME.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted organization remains the same entity; property, obligations, rights, and pending proceedings continue, and the LP is not dissolved."
            },
            "fee_locator": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
              "cell_locator": "ME.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The Maine Uniform Limited Partnership Act locates the articles-of-conversion filing fee in §1454(18)."
            },
            "instrument": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
              "cell_locator": "ME.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The conversion uses a plan and filed articles of conversion; an inbound conversion also files a certificate of limited partnership."
            },
            "tax_clearance": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
              "cell_locator": "ME.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in the mapped Maine LP transaction provisions."
            }
          },
          "jurisdiction": "ME",
          "last_checked": "2026-10-02",
          "official_source_url": "https://legislature.maine.gov/statutes/31/title31ch19.pdf",
          "state": "Maine"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
              "cell_locator": "MI.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Partners approve under the partnership agreement's amendment procedure or, if it has no amendment provision, all partners approve."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
              "cell_locator": "MI.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted LLC is the same entity; property remains vested, liabilities continue, pending proceedings continue, and prior general-partner liability is unaffected."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
              "cell_locator": "MI.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The certificate-of-conversion filing fee for the MCL 450.4707 route is located at MCL 450.5101(1)(l)."
            },
            "instrument": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
              "cell_locator": "MI.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The converting limited partnership files articles of organization and a certificate of conversion with the stated cancellation statement."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
              "cell_locator": "MI.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The domestic-LP-to-LLC conversion section states no tax-clearance, tax-payment, or good-standing precondition."
            }
          },
          "jurisdiction": "MI",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
          "state": "Michigan"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
              "cell_locator": "MN.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The Minnesota limited partnership's conversion approval rule is stated in the entity act, with an additional consent protection when the transaction creates personal liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
              "cell_locator": "MN.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion preserves the same entity, vested property, debts and liabilities, pending proceedings, rights and powers, and avoids statutory dissolution of the Minnesota limited partnership."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/321.0206",
              "cell_locator": "MN.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The Minnesota Revisor text identifies the statutory fee provision applicable to the limited partnership conversion filing."
            },
            "instrument": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
              "cell_locator": "MN.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The Minnesota limited partnership provisions require the stated plans, articles, and target formation document for conversion or a home-jurisdiction move."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
              "cell_locator": "MN.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in the complete conversion and home-jurisdiction provisions for a Minnesota limited partnership."
            }
          },
          "jurisdiction": "MN",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.revisor.mn.gov/statutes/cite/321/pdf",
          "state": "Minnesota"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Conversion into a corporation follows the converting entity's governing writing or law; conversion from a corporation follows the corporation approval rule."
            },
            "continuity_language": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion preserves pre-conversion obligations and continuity, vested property, creditor rights, liabilities, and the same entity in the converted form."
            },
            "fee_locator": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.658",
              "cell_locator": "MO.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The certificate-of-conversion filing-fee locator is Mo. Rev. Stat. § 351.658(15)-(16)."
            },
            "instrument": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Conversion into a corporation requires a certificate of conversion and articles of incorporation; conversion from a corporation requires a certificate of conversion."
            },
            "tax_clearance": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete conversion provisions state no tax-clearance, good-standing, or tax-payment condition; § 351.409(4) separately requires prescribed filing fees."
            }
          },
          "jurisdiction": "MO",
          "last_checked": "2026-10-03",
          "official_source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
          "state": "Missouri"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Approval follows the entity's organic rules, then its merger rules. If neither supplies a rule for a noncorporate entity, all voting interest holders approve; added owner liability requires consent."
            },
            "continuity_language": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "For domestication, the entity remains the same entity without interruption; property, liabilities, rights, and pending proceedings continue."
            },
            "fee_locator": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee authority is Miss. Code Ann. § 79-37-112(c)(5) and (7)."
            },
            "instrument": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
              "cell_locator": "MS.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The filing instruments are a statement of conversion and a statement of domestication, each delivered to the Secretary of State for filing."
            },
            "tax_clearance": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
              "cell_locator": "MS.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "For an inbound domestication, a certificate of good standing or existence from the formation jurisdiction must be issued less than 180 days before filing."
            }
          },
          "jurisdiction": "MS",
          "last_checked": "2026-10-03",
          "official_source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
          "state": "Mississippi"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0030/0350-0120-0150-0030.html",
              "cell_locator": "MT.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A converting limited partnership requires consent of all partners, while domestication follows the generic organic-rules, merger-rule, or unanimous fallback ladder."
            },
            "continuity_language": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0050/0350-0120-0150-0050.html",
              "cell_locator": "MT.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion or domestication continues the same entity and carries through property, obligations, rights, and pending proceedings."
            },
            "fee_locator": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0040/0350-0120-0150-0040.html",
              "cell_locator": "MT.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The conversion section identifies the articles or certificate filed; the official SOS schedule supplies the limited-partnership filing row."
            },
            "instrument": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0020/0350-0120-0150-0020.html",
              "cell_locator": "MT.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "LP conversion uses a plan plus articles of conversion outbound or a certificate of limited partnership inbound; domestication uses a plan and articles of domestication."
            },
            "tax_clearance": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0010/0350-0120-0150-0010.html",
              "cell_locator": "MT.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, good-standing, or revenue-department condition is stated in the complete captured LP conversion and generic domestication sections."
            }
          },
          "jurisdiction": "MT",
          "last_checked": "2026-10-02",
          "official_source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0120/part_0150/section_0050/0350-0120-0150-0050.html",
          "state": "Montana"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
              "cell_locator": "NC.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "An LP conversion plan requires the partnership-agreement vote or unanimous partner consent, plus consent from each partner acquiring personal liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
              "cell_locator": "NC.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converting entity continues in the resulting form; property, liabilities, and pending proceedings continue without dissolution or termination."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
              "cell_locator": "NC.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The North Carolina LP statute locates the standalone articles-of-conversion filing fee at N.C.G.S. §59-1106(a)(18)."
            },
            "instrument": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
              "cell_locator": "NC.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The LP conversion uses a written plan and filed conversion articles or formation document, as the direction requires."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
              "cell_locator": "NC.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in the mapped North Carolina LP conversion provisions."
            }
          },
          "jurisdiction": "NC",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_59.html",
          "state": "North Carolina"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
              "cell_locator": "ND.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A converting limited partnership's plan requires all partners' consent; a different converting organization follows its governing statute."
            },
            "continuity_language": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
              "cell_locator": "ND.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted organization is the same entity; property remains vested, obligations continue, and pending actions may continue as if conversion had not occurred."
            },
            "fee_locator": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
              "cell_locator": "ND.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "North Dakota locates the limited partnership conversion filing fee in N.D.C.C. § 45-10.2-109(3); this row states no amount."
            },
            "instrument": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
              "cell_locator": "ND.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Articles of conversion must be signed for the converting organization and filed with the secretary of state."
            },
            "tax_clearance": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
              "cell_locator": "ND.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, good-standing, or delinquency condition is stated in the complete North Dakota limited partnership conversion provisions."
            }
          },
          "jurisdiction": "ND",
          "last_checked": "2026-10-02",
          "official_source_url": "https://ndlegis.gov/cencode/t45c10-2.pdf",
          "state": "North Dakota"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-297",
              "cell_locator": "NE.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Unless organizational documents provide otherwise, an outgoing LP plan requires every general partner and the specified majority of limited-partner interests; inbound partnership approval follows §67-447."
            },
            "continuity_language": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-299",
              "cell_locator": "NE.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "A converted limited partnership remains the same entity; the partnership-to-LP route has a parallel unchanged-entity rule."
            },
            "fee_locator": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-293",
              "cell_locator": "NE.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The fee locator is the Nebraska Uniform Limited Partnership Act's general filing-fee provision in §67-293."
            },
            "instrument": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-297",
              "cell_locator": "NE.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "An outgoing LP uses a plan and articles of conversion; a partnership converting into an LP files a certificate of limited partnership."
            },
            "tax_clearance": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-297",
              "cell_locator": "NE.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition appears in the complete Nebraska Uniform Limited Partnership Act."
            }
          },
          "jurisdiction": "NE",
          "last_checked": "2026-10-03",
          "official_source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=67-299",
          "state": "Nebraska"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-B/304-B-mrg.htm",
              "cell_locator": "NH.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Approval follows the partnership agreement, its merger rule, or otherwise all general partners plus limited partners holding more than 50 percent in each applicable group."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-B/304-B-mrg.htm",
              "cell_locator": "NH.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "No LP-conversion effects subsection preserving property, liabilities, or pending proceedings was located in the complete LP Act."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-B/304-B-mrg.htm",
              "cell_locator": "NH.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "RSA 304-B:64 lists LP filing fees but does not include a certificate of conversion."
            },
            "instrument": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-B/304-B-mrg.htm",
              "cell_locator": "NH.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "All general partners sign the certificate of conversion, and the certificate is delivered to the secretary of state."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-B/304-B-mrg.htm",
              "cell_locator": "NH.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete LP Act states no tax-clearance, tax-payment, or good-standing condition for conversion."
            }
          },
          "jurisdiction": "NH",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-B/304-B-mrg.htm",
          "state": "New Hampshire"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-79%20conversion%5D42%3A2C-79%20conversion&xhitlist_vq=42%3A2C-79%20conversion",
              "cell_locator": "NJ.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "An LLC converting into an LP requires all-member consent; the LP-side approval is deferred to the LP governing statute and is not stated in the captured pathway."
            },
            "continuity_language": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-81%20conversion%5D42%3A2C-81%20conversion&xhitlist_vq=42%3A2C-81%20conversion",
              "cell_locator": "NJ.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "An organization converted under Article 10 remains for all purposes the same entity that existed before conversion."
            },
            "fee_locator": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-93%20Fees.%5D42%3A2C-93%20Fees.&xhitlist_vq=42%3A2C-93%20Fees.",
              "cell_locator": "NJ.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The inbound articles-of-conversion fee appears in paragraph (a)(5), and paragraph (a)(14) is the residual fee provision. The applicable paragraph for an outbound certificate remains unconfirmed."
            },
            "instrument": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-80%20conversion%5D42%3A2C-80%20conversion&xhitlist_vq=42%3A2C-80%20conversion",
              "cell_locator": "NJ.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The LLC-act pathway uses a certificate of formation for LP-to-LLC conversion and articles of conversion for LLC-to-LP conversion; LP-act internal filings remain unlocated."
            },
            "tax_clearance": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-78%20conversion%5D42%3A2C-78%20conversion&xhitlist_vq=42%3A2C-78%20conversion",
              "cell_locator": "NJ.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance condition is stated in the complete current LLC-act cross-reference pathway that reaches a limited partnership."
            }
          },
          "jurisdiction": "NJ",
          "last_checked": "2026-10-03",
          "official_source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-81%20conversion%5D42%3A2C-81%20conversion&xhitlist_vq=42%3A2C-81%20conversion",
          "state": "New Jersey"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do",
              "cell_locator": "NM.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The general LP Act route requires all partners, with separate protection for a partner who would incur personal liability; the LLC-specific route permits its stated governing-writing vote."
            },
            "continuity_language": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do",
              "cell_locator": "NM.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted organization remains the same entity; its property, obligations, proceedings, rights, powers, purposes, plan terms, and stated service obligations continue."
            },
            "fee_locator": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do",
              "cell_locator": "NM.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The LP Act locates fees for a certificate of limited partnership and articles of conversion; the LLC Act supplies the alternate-route conversion fee locator."
            },
            "instrument": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do",
              "cell_locator": "NM.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The general route uses a plan and either articles of conversion or a certificate of limited partnership; the LLC-specific route uses its agreement and formation-document statement."
            },
            "tax_clearance": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do",
              "cell_locator": "NM.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition was located in the conversion provisions for a New Mexico limited partnership."
            }
          },
          "jurisdiction": "NM",
          "last_checked": "2026-10-03",
          "official_source_url": "https://nmonesource.com/nmos/nmsa/en/4404/1/document.do",
          "state": "New Mexico"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "NRS 92A.140(1) sets the vote needed for a limited partnership to approve a plan of merger, conversion or exchange."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "NRS 92A.250(3) treats a conversion as a continuation of the constituent limited partnership's existence: property, liabilities and pending proceedings carry over without a winding-up or dissolution."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "NRS 92A.210 sets the filing fee for articles of merger, conversion, exchange, domestication or termination; the resulting limited partnership's charter-document fee is set by its own chapter."
            },
            "instrument": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A plan of conversion is filed as articles of conversion plus the resulting entity's charter document (NRS 92A.105, .205); inbound domestication files articles of domestication (NRS 92A.270(1)(b)); signing rule at NRS 92A.230."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No clearance condition is stated for an ordinary conversion of a limited partnership; inbound domestication under NRS 92A.270(1)(b)(5) requires a certificate of good standing from the prior jurisdiction."
            }
          },
          "jurisdiction": "NV",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
          "state": "Nevada"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
              "cell_locator": "NY.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "LLC Law § 1006(c): a limited partnership's conversion terms need the general partners' vote set by the partnership agreement (else all) and limited partners holding at least a majority in interest of each class."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/1007",
              "cell_locator": "NY.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "LLC Law § 1007: a converted limited partnership is the same entity; its property stays vested, liabilities and pending proceedings continue, and partners continue as members as agreed."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/1101",
              "cell_locator": "NY.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Fees: certificate of conversion, LLC Law § 1101(r); certificate of publication, LLC Law § 1101(s); certificate of cancellation, Partnership Law § 121-1300(h)."
            },
            "instrument": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
              "cell_locator": "NY.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "An agreement of conversion, a certificate of conversion filed under LLC Law § 1006(e), and a certificate of cancellation of the limited partnership certificate under Partnership Law § 121-203 (§ 1006(f))."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
              "cell_locator": "NY.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "LLC Law §§ 1006-1007 and Partnership Law § 121-203 state no tax-clearance, good-standing or tax-payment condition for a limited partnership's conversion."
            }
          },
          "jurisdiction": "NY",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.nysenate.gov/legislation/laws/LLC/1007",
          "state": "New York"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
              "cell_locator": "OH.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "General partners and, unless the agreement provides otherwise, limited partners adopt after notice; general-partner approval is unanimous unless the agreement changes the threshold."
            },
            "continuity_language": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
              "cell_locator": "OH.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converting entity continues in the converted entity; assets, powers, obligations, creditor rights, and liens continue without further act or deed."
            },
            "fee_locator": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/section-111.16",
              "cell_locator": "OH.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The conversion filing fee is located at Ohio Rev. Code § 111.16(D); the fee amount is not included."
            },
            "instrument": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
              "cell_locator": "OH.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The transaction uses a written declaration and a filed certificate of conversion; an inbound LP declaration includes its certificate of limited partnership."
            },
            "tax_clearance": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
              "cell_locator": "OH.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "If the entity converting to an Ohio LP is a licensed domestic or foreign corporation, the certificate must include the referenced tax and agency evidence."
            }
          },
          "jurisdiction": "OH",
          "last_checked": "2026-10-03",
          "official_source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1782",
          "state": "Ohio"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=460303",
              "cell_locator": "OK.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Unless the partnership agreement provides otherwise, all partners must consent to the conversion plan."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=460306",
              "cell_locator": "OK.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted organization is the same entity; property, obligations, proceedings, rights, powers, and purposes continue as stated."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=460209",
              "cell_locator": "OK.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The LP conversion filing fee is located at 54 O.S. § 500-206A(c)(3)."
            },
            "instrument": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=460304",
              "cell_locator": "OK.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "An outgoing LP files articles of conversion; an incoming organization files a certificate of limited partnership with the stated conversion information."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.oklegislature.gov/OK_Statutes/CompleteTitles/os54.pdf",
              "cell_locator": "OK.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing precondition is stated in the LP conversion article."
            }
          },
          "jurisdiction": "OK",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=460306",
          "state": "Oklahoma"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
              "cell_locator": "OR.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The Oregon limited partnership conversion provision states who approves the plan and permits any greater or lesser vote allowed by the specified governing document or law."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
              "cell_locator": "OR.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The conversion effects rule preserves entity existence, property, obligations, pending proceedings, converted ownership interests, and the stated pre- and post-conversion liability rules."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
              "cell_locator": "OR.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The Oregon limited partnership act incorporates the Secretary of State filing-fee schedule in ORS 56.140 for documents filed under the act."
            },
            "instrument": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
              "cell_locator": "OR.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "After approval, the converting business entity files articles of conversion plus the plan or the permitted written declaration; the plan identifies any required target organizational information."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
              "cell_locator": "OR.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in the complete Oregon limited partnership conversion provisions."
            }
          },
          "jurisdiction": "OR",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors070.html",
          "state": "Oregon"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Unless the organic rules alter the rule, general partners act unanimously and limited partners holding majority distribution rights approve the plan."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "A conversion continues the same association without interruption; property, liabilities, liens, rights, and pending proceedings continue under § 356(a)."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=053.&subsctn=000.",
              "cell_locator": "PA.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locator for a statement of conversion or domestication is 15 Pa.C.S. § 153(a)(16)(i)."
            },
            "instrument": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The filed instruments are a statement of conversion and a statement of domestication."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.",
              "cell_locator": "PA.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "Tax-clearance certificates apply when a domestic association converts or domesticates into a nonregistered foreign association, unless it simultaneously registers in Pennsylvania."
            }
          },
          "jurisdiction": "PA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
          "state": "Pennsylvania"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-4/7-13.1-1143.htm",
              "cell_locator": "RI.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "All voting partners approve a conversion or domestication, with recorded consent from partners assuming post-transaction liability unless the agreement provides otherwise."
            },
            "continuity_language": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-4/7-13.1-1146.htm",
              "cell_locator": "RI.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted entity continues without interruption, and property, debts, liabilities, rights, and powers continue."
            },
            "fee_locator": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-1/7-13.1-123.htm",
              "cell_locator": "RI.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The LP fee section locates the filing charge under its residual domestic-or-foreign LP document category."
            },
            "instrument": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-4/7-13.1-1145.htm",
              "cell_locator": "RI.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The LP act requires a plan and filed statement for both conversion and domestication."
            },
            "tax_clearance": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-4/7-13.1-1141.htm",
              "cell_locator": "RI.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The LP conversion and domestication subparts state no tax-clearance, good-standing, or tax-payment condition."
            }
          },
          "jurisdiction": "RI",
          "last_checked": "2026-10-02",
          "official_source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-13.1/7-11/7-4/7-13.1-1146.htm",
          "state": "Rhode Island"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A converting limited partnership uses the partnership-agreement vote; an LLC converting into an LP uses all members or the operating-agreement percentage; corporation conversions use the shareholder-vote rule."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Limited-partnership conversion carries through property, obligations, pending proceedings, rights, and owner interests under the applicable effects sections."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c042.php",
              "cell_locator": "SC.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The limited-partnership filing-fee locator is S.C. Code §33-42-2040(a); destination LLC and corporation filings use their respective fee sections."
            },
            "instrument": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Limited-partnership conversions use an agreement and a destination-specific articles or certificate filing."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, good-standing, or revenue-department condition is stated in the complete mapped limited-partnership conversion provisions."
            }
          },
          "jurisdiction": "SC",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.scstatehouse.gov/code/t33c044.php",
          "state": "South Carolina"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-903",
              "cell_locator": "SD.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "LP-to-partnership conversion requires all partners; partnership-to-LP conversion requires all partners or the agreement's specified threshold, and the corporation route follows §47-1A-952."
            },
            "continuity_language": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-904",
              "cell_locator": "SD.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Partnership-to-LP and LP-to-partnership conversion preserve the same entity, property, obligations, and pending proceedings; the corporation route has parallel effects."
            },
            "fee_locator": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7-206.1",
              "cell_locator": "SD.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The LP-document fee locator is §48-7-206.1; articles of entity conversion through the corporation route are listed in §47-1A-122(10)."
            },
            "instrument": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-902",
              "cell_locator": "SD.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A partnership converting into an LP files a certificate of limited partnership; an LP converting to a partnership cancels its certificate, while the corporation routes use a plan and articles of entity conversion."
            },
            "tax_clearance": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-902",
              "cell_locator": "SD.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition appears in the complete applicable LP conversion provisions."
            }
          },
          "jurisdiction": "SD",
          "last_checked": "2026-10-03",
          "official_source_url": "https://sdlegislature.gov/api/Statutes/Statute/48-7A-904",
          "state": "South Dakota"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
              "cell_locator": "TN.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A Tennessee LP conversion needs all general partners, the stated limited-partner majority, and any required written liability consent; other entities follow their governing law."
            },
            "continuity_language": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
              "cell_locator": "TN.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The full effects provision preserves uninterrupted entity identity, property, liabilities, powers, proceedings, interests, and continuity without winding up."
            },
            "fee_locator": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
              "cell_locator": "TN.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The statement-of-conversion fee falls under the § 61-3-1205(a)(24) catch-all filing-fee locator."
            },
            "instrument": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
              "cell_locator": "TN.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A Tennessee LP approves a written plan of conversion and files a signed statement of conversion with any required organic record attachment."
            },
            "tax_clearance": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
              "cell_locator": "TN.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete LP merger-and-conversion part states no tax-clearance, tax-payment, or good-standing condition for conversion."
            }
          },
          "jurisdiction": "TN",
          "last_checked": "2026-10-03",
          "official_source_url": "https://publications.tnsosfiles.com/acts/110/pub/pc0440.pdf",
          "state": "Tennessee"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A converting domestic partnership, including a limited partnership, approves the plan of conversion as its partnership agreement provides, and that agreement must contain provisions authorizing the conversion (BOC §10.107(b)-(c))."
            },
            "continuity_language": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "On conversion the entity continues without interruption in the new form; property stays owned without any transfer, liabilities continue, and pending proceedings continue without substituting a party (BOC §10.106)."
            },
            "fee_locator": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.4.htm",
              "cell_locator": "TX.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The certificate-of-conversion filing fee is set by BOC §4.151(5), together with the converted entity's certificate-of-formation fee; the Secretary of State lists it on its Form 806 fee schedule."
            },
            "instrument": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A written plan of conversion is adopted and a certificate of conversion, with the certificate of formation of any converted filing entity, is filed with the Secretary of State, or a county clerk for a REIT (BOC §§10.103, 10.154, 10.155)."
            },
            "tax_clearance": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "A certificate of conversion may not be accepted if required franchise taxes are unpaid or it does not provide that the converted entity is liable for them (BOC §10.156(2)); not applied to a continuance election (§10.1025(c))."
            }
          },
          "jurisdiction": "TX",
          "last_checked": "2026-10-02",
          "official_source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
          "state": "Texas"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A Utah limited partnership follows its organic rules, then the statutory merger fallback, with recorded consent from any holder assuming post-transaction liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion or domestication continues the limited partnership without interruption and preserves its property, liabilities, rights, rules, and interests."
            },
            "fee_locator": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "No conversion- or domestication-specific filing-fee locator is stated in current Title 16, Chapter 1a for a limited partnership."
            },
            "instrument": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A limited partnership uses a plan and files a statement of conversion or domestication with the Division; the statement includes the transaction parties and organic records."
            },
            "tax_clearance": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in Utah's complete conversion and domestication parts for a limited partnership."
            }
          },
          "jurisdiction": "UT",
          "last_checked": "2026-10-02",
          "official_source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
          "state": "Utah"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
              "cell_locator": "VA.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Inbound GP conversion and outbound LP conversion follow the partnership agreement's amendment rule or unanimous partner approval, subject to the destination act."
            },
            "continuity_language": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
              "cell_locator": "VA.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The mapped LP conversion routes preserve entity identity, property, obligations, and pending proceedings."
            },
            "fee_locator": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
              "cell_locator": "VA.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "LP conversion fee locators are distributed across the LP filing schedule and the applicable LLC or corporation destination schedules."
            },
            "instrument": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
              "cell_locator": "VA.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "An inbound GP conversion uses a certificate of limited partnership; outbound LP routes use a plan and destination-act conversion articles."
            },
            "tax_clearance": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
              "cell_locator": "VA.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in the mapped Virginia LP conversion and domestication provisions."
            }
          },
          "jurisdiction": "VA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://law.lis.virginia.gov/vacodefull/title50/chapter2.1/",
          "state": "Virginia"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04144",
              "cell_locator": "VT.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "An LP-to-LLC conversion requires all partners or the agreement's stated number or percentage; the corporation route follows the LP's governing statute and organizational documents with merger-vote fallbacks."
            },
            "continuity_language": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04147",
              "cell_locator": "VT.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Under either domestic route, the converted limited partnership continues as the same organization without interruption, with its property, liabilities, rights, and proceedings preserved."
            },
            "fee_locator": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/023/03420",
              "cell_locator": "VT.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The LP schedule locates certificate and other chapter filing fees; the LLC conversion fee and Business Corporation Act filing-fee section supply the route-specific locators."
            },
            "instrument": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04146",
              "cell_locator": "VT.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Both domestic LP conversion paths use a plan and statement of conversion; an inbound conversion attaches the certificate of limited partnership as the public organizational document."
            },
            "tax_clearance": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04143",
              "cell_locator": "VT.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition was located in the transaction provisions for a Vermont limited partnership."
            }
          },
          "jurisdiction": "VT",
          "last_checked": "2026-10-03",
          "official_source_url": "https://legislature.vermont.gov/statutes/section/11/025/04147",
          "state": "Vermont"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.10.761",
              "cell_locator": "WA.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "All partners must consent to a converting limited partnership's plan; a partner facing personal liability must consent unless the statutory partnership-agreement exception applies."
            },
            "continuity_language": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.10.771",
              "cell_locator": "WA.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted organization is the same entity; property remains vested, obligations continue, and pending proceedings may continue."
            },
            "fee_locator": {
              "cell_citation_url": "https://app.leg.wa.gov/WAC/default.aspx?cite=434-112-085",
              "cell_locator": "WA.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The limited-partnership articles-of-conversion filing fee is located in WAC 434-112-085(7)(h); this row states no amount."
            },
            "instrument": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.10.766",
              "cell_locator": "WA.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A converting limited partnership files articles of conversion; another organization converting into a Washington limited partnership files a certificate of limited partnership."
            },
            "tax_clearance": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.10&full=true",
              "cell_locator": "WA.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete limited-partnership conversion provisions state no tax-clearance, tax-payment, good-standing, or delinquency condition."
            }
          },
          "jurisdiction": "WA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.10.771",
          "state": "Washington"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/179.1141",
              "cell_locator": "WI.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "All general partners and partners holding a majority of distribution rights approve an outbound plan; source law governs an inbound plan."
            },
            "continuity_language": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/179.1141",
              "cell_locator": "WI.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted entity is the same entity; property vests without transfer, liabilities continue, proceedings may continue, and dissolution is avoided as stated."
            },
            "fee_locator": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/179.0124",
              "cell_locator": "WI.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locator for limited-partnership articles of conversion or domestication is Wis. Stat. § 179.0124(2)(a)11."
            },
            "instrument": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/179.1141",
              "cell_locator": "WI.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Chapter 179 uses a plan and articles of conversion for conversion, and a plan and articles of domestication for domestication."
            },
            "tax_clearance": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/statutes/statutes/179.pdf",
              "cell_locator": "WI.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "Chapter 179 states no tax-clearance, tax-payment, or good-standing precondition for conversion or domestication."
            }
          },
          "jurisdiction": "WI",
          "last_checked": "2026-10-03",
          "official_source_url": "https://docs.legis.wisconsin.gov/document/statutes/179.1141",
          "state": "Wisconsin"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://code.wvlegislature.gov/31B-9-902/",
              "cell_locator": "WV.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The partnership agreement's required number or percentage of partners approves the conversion; otherwise all partners approve."
            },
            "continuity_language": {
              "cell_citation_url": "https://code.wvlegislature.gov/31B-9-903/",
              "cell_locator": "WV.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted LP is the same continuing entity; its property, liabilities, rights, and pending proceedings continue in the LLC."
            },
            "fee_locator": {
              "cell_citation_url": "https://code.wvlegislature.gov/59-1-2/",
              "cell_locator": "WV.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing fee is located at W. Va. Code § 59-1-2(a)(1)(N); the fee amount is not included."
            },
            "instrument": {
              "cell_citation_url": "https://code.wvlegislature.gov/31B-9-902/",
              "cell_locator": "WV.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The converting LP files articles of organization containing the conversion statements; filing cancels its LP certificate when conversion takes effect."
            },
            "tax_clearance": {
              "cell_citation_url": "https://code.wvlegislature.gov/47B-9-2/",
              "cell_locator": "WV.lp.tax_clearance",
              "note": "The checked official source does not state this value.",
              "publish_status": "typed_unknown",
              "source_field": "tax_clearance",
              "value": "unknown",
              "visible_subline": "The checked official source does not state this value."
            }
          },
          "jurisdiction": "WV",
          "last_checked": "2026-10-03",
          "official_source_url": "https://code.wvlegislature.gov/31B-9-903/",
          "state": "West Virginia"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.lp.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Conversion terms are approved per the entity's organizing documents (W.S. 17-26-101(d)); an application for a certificate of continuance must be signed by all general partners (W.S. 17-14-1012(a))."
            },
            "continuity_language": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.lp.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Continuance does not affect partnership property, existing liabilities or pending actions (W.S. 17-14-1014); on conversion property remains and obligations and pending actions continue (W.S. 17-26-101(g))."
            },
            "fee_locator": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.lp.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Fees: W.S. 17-14-209(a)(i) (certificate of limited partnership or application for a certificate of continuance) and W.S. 17-26-101(h) (conversion)."
            },
            "instrument": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.lp.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Conversion: the appropriate document of organization is filed (W.S. 17-26-101(e)); continuance: an application for a certificate of continuance (W.S. 17-14-1010, -1012)."
            },
            "tax_clearance": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.lp.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "W.S. 17-14-209(b) applies W.S. 17-16-120(j) to LPs as if corporations; it requires any franchise tax and past due fees, taxes or penalties to be paid when a document is delivered for filing."
            }
          },
          "jurisdiction": "WY",
          "last_checked": "2026-10-02",
          "official_source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
          "state": "Wyoming"
        }
      ],
      "scope_label": "51 US jurisdictions (50 states plus DC)"
    },
    "llc-direction-and-eligibility": {
      "field_definitions": {
        "conversion_authorization_posture.inbound": "Whether the act states a rule for another entity or foreign entity converting into a domestic entity.",
        "conversion_authorization_posture.outbound": "Whether the act states a rule for a domestic entity converting into another entity or jurisdiction.",
        "domestication_inbound": "What the act states about a foreign entity becoming a domestic entity without changing its entity type.",
        "domestication_outbound": "What the act states about a domestic entity becoming a foreign entity without changing its entity type.",
        "eligible_source_types": "Which converting or domesticating source entity types the captured act text identifies.",
        "eligible_target_types": "Which converted or domesticated target entity types the captured act text identifies.",
        "paired_jurisdiction_authorization": "Whether the captured act text conditions the transaction on authorization under the other jurisdiction's law.",
        "redomiciliation_term_used": "The conversion, domestication, continuance or other terminology stated in the captured act text."
      },
      "last_updated": "2026-10-03",
      "matrix_id": "pp-conversion-domestication:llc-direction-and-eligibility",
      "rows": [
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign entity may convert into an Alaska limited liability company of a different type if its home-jurisdiction law authorizes the conversion and AS 10.55 is followed."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "An Alaska limited liability company may convert to a different domestic entity type, or to a different foreign type if the foreign jurisdiction authorizes the conversion."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited liability company may domesticate into Alaska as the same entity type if its home-jurisdiction law authorizes the move and AS 10.55 is followed."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "An Alaska limited liability company may domesticate to a foreign jurisdiction as the same entity type if that jurisdiction authorizes the move and AS 10.55 is followed."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
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              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The AS 10.55 entity definition supplies the different entity types that may convert into an Alaska limited liability company; AS 10.55.110 excludes specified regulated and public entities."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The AS 10.55 entity definition supplies the different entity types that may result from an Alaska limited liability company; AS 10.55.110 excludes specified regulated and public entities."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For a cross-jurisdiction conversion or domestication, Alaska requires the foreign jurisdiction's law to authorize the transaction."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Alaska uses the statutory term “domestication” for a same-entity continuation into another jurisdiction."
            }
          },
          "jurisdiction": "AK",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
          "state": "Alaska"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-5A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Another organization may convert to an Alabama limited liability company if the three conditions in § 10A-5A-10.01(a) are met."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-5A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "An Alabama limited liability company may convert to another organization if the three conditions in § 10A-5A-10.01(a) are met."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Alabama treats a foreign-to-Alabama same-type move as a conversion and requires the foreign jurisdiction’s law to permit it."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Alabama treats a Alabama-to-foreign same-type move as a conversion and requires the foreign jurisdiction’s law to permit it."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-5A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The Alabama Limited Liability Company Law defines the non-limited liability company organizations that may convert into an Alabama limited liability company."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-5A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The Alabama Limited Liability Company Law defines the non-limited liability company organizations into which an Alabama limited liability company may convert."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-5A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The other organization’s governing statute must authorize the conversion, and neither governing jurisdiction may prohibit it."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Title 10A defines conversion to include domestication and continuance between domestic and foreign entities."
            }
          },
          "jurisdiction": "AL",
          "last_checked": "2026-10-02",
          "official_source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-5A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
          "state": "Alabama"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
              "cell_locator": "AR.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Arkansas conditionally authorizes conversion into a domestic LLC, subject to entity type and other-jurisdiction law."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
              "cell_locator": "AR.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "Arkansas conditionally authorizes conversion out of a domestic LLC, subject to entity type and other-jurisdiction law."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
              "cell_locator": "AR.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Arkansas authorizes LLC domestication into Arkansas when the foreign jurisdiction's law authorizes it."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
              "cell_locator": "AR.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Arkansas authorizes LLC domestication out of Arkansas when the foreign jurisdiction's law authorizes it."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
              "cell_locator": "AR.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The LLC transaction provisions define entity broadly; conversion into an LLC remains subject to the source entity's organic law."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
              "cell_locator": "AR.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic LLC may convert to a different entity type within the Act's defined entity universe."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
              "cell_locator": "AR.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Foreign-law authorization is required for an interstate LLC conversion or domestication."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
              "cell_locator": "AR.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The Arkansas LLC Act uses the terms conversion and domestication."
            }
          },
          "jurisdiction": "AR",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
          "state": "Arkansas"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02401.htm",
              "cell_locator": "AZ.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A different domestic entity type may convert into an Arizona limited liability company; a foreign source entity may do so only when its home law authorizes the conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02401.htm",
              "cell_locator": "AZ.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A domestic Arizona limited liability company may convert to a different entity type; a foreign destination is available only when its law authorizes the conversion."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02501.htm",
              "cell_locator": "AZ.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited liability company may domesticate into Arizona as the same type only when its home-jurisdiction law authorizes the domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02501.htm",
              "cell_locator": "AZ.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A domestic Arizona limited liability company may domesticate into another jurisdiction as the same type only when the destination law authorizes the domestication."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02102.htm",
              "cell_locator": "AZ.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Each listed different entity type may convert into a domestic Arizona limited liability company under the Entity Restructuring Act."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02102.htm",
              "cell_locator": "AZ.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic Arizona limited liability company may convert into each listed different entity type under the Entity Restructuring Act."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02401.htm",
              "cell_locator": "AZ.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For a conversion involving a foreign jurisdiction and an Arizona limited liability company, that jurisdiction's law must authorize the conversion."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02102.htm",
              "cell_locator": "AZ.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Arizona uses and defines the term “domestication” for the same-type jurisdictional move of a limited liability company."
            }
          },
          "jurisdiction": "AZ",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.azleg.gov/ars/29/02401.htm",
          "state": "Arizona"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
              "cell_locator": "CA.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Conditional: a domestic or foreign other business entity (corporation, partnership, business trust, REIT, association) may convert into a California LLC only if its governing law authorizes the conversion (§ 17710.08(a))."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
              "cell_locator": "CA.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "Conditional: a California LLC may convert into a domestic or foreign other business entity (corporation, partnership, business trust, REIT, association) only if the converted entity's law expressly permits it (§ 17710.02)."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
              "cell_locator": "CA.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Conditional: a foreign LLC may become a California LLC through a conversion under § 17710.08, only if the law under which it is organized authorizes it; the Act does not use the term domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
              "cell_locator": "CA.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Conditional: a California LLC may convert into a foreign LLC under § 17710.02 only if the foreign law expressly permits formation by conversion; proceedings follow that law and a certificate of conversion is filed."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
              "cell_locator": "CA.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Corporations, general and limited partnerships, business trusts, REITs and non-nonprofit unincorporated associations (domestic or foreign) and foreign LLCs may convert into a California LLC (§§ 17710.01, 17710.08)."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
              "cell_locator": "CA.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A California LLC may convert into a corporation, general or limited partnership, business trust, REIT or non-nonprofit unincorporated association (domestic or foreign), or into a foreign LLC (§§ 17710.01, 17710.02)."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
              "cell_locator": "CA.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Required: an outbound conversion needs the converted entity's law to expressly permit formation by conversion (§ 17710.02(b)(1)); an inbound one needs the converting entity's law to authorize it (§ 17710.08(a))."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
              "cell_locator": "CA.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The LLC Act calls a move between California and another jurisdiction a 'conversion' (a foreign LLC can be the converting or converted entity, § 17710.01); it does not use domestication, transfer or continuance."
            }
          },
          "jurisdiction": "CA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
          "state": "California"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign entity may convert into a Colorado LLC if its governing documents and organic statutes do not prohibit the conversion and their requirements are met."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Colorado LLC may convert to another domestic entity form or a recognized foreign entity form under a statutory plan and approval process."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Colorado treats a foreign LLC becoming domestic as a conversion, subject to the foreign entity's governing law and documents."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Colorado treats a Colorado LLC becoming a foreign entity of the same type as a conversion; the foreign form must be recognized in the destination jurisdiction."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "A domestic entity of another form or a foreign entity may be the source entity in a conversion resulting in a Colorado LLC."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Colorado LLC may convert into any other domestic entity form or any foreign entity form recognized in its jurisdiction."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For an inbound foreign conversion, the foreign entity's governing documents and organic statutes must not prohibit it and all of their requirements must be met."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "For a general Colorado LLC transaction, Colorado's statute uses the term “conversion.”"
            }
          },
          "jurisdiction": "CO",
          "last_checked": "2026-10-02",
          "official_source_url": "https://olls.info/crs/crs2026-title-07.pdf",
          "state": "Colorado"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "An entity of a different type may convert into a Connecticut LLC; a foreign source's law or organic rules must authorize the conversion (§34-631)."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Connecticut LLC may convert to a different entity type; a foreign target requires authorization under that jurisdiction's law (§34-631(a))."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign LLC may domesticate into Connecticut as the same type if its jurisdiction of organization authorizes it (§34-641(c))."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Connecticut LLC may domesticate to a foreign jurisdiction as the same type if that jurisdiction authorizes it (§34-641(b))."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Any different entity type within §34-600(12)'s defined categories may convert into a Connecticut LLC; foreign sources remain subject to §34-631(b)."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Connecticut LLC may convert to a different type within §34-600(12)'s defined categories, domestically or in an authorizing foreign jurisdiction."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Cross-border conversion or domestication requires authorization under the paired foreign jurisdiction's law; inbound conversion may also rely on the foreign entity's organic rules."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Connecticut uses “domestication” for a same-type move between Connecticut and another jurisdiction (§34-600(11))."
            }
          },
          "jurisdiction": "CT",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
          "state": "Connecticut"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign entity may convert into a domestic DC LLC of a different type if its formation jurisdiction authorizes the conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A domestic DC LLC may convert to a different domestic entity type or, if foreign law authorizes it, to a different foreign entity type."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/8/index.full.html",
              "cell_locator": "DC.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign LLC may domesticate into DC when the stated foreign-law and statutory conditions are met."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/8/index.full.html",
              "cell_locator": "DC.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A domestic DC LLC may domesticate into a foreign jurisdiction when the stated foreign-law and statutory conditions are met."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/1/index.full.html",
              "cell_locator": "DC.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Any statutory “entity” type other than a LLC may convert into a domestic DC LLC, subject to § 29-204.01(b)."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/1/index.full.html",
              "cell_locator": "DC.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic DC LLC may convert into any other statutory “entity” type, subject to § 29-204.01(a)."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Foreign-jurisdiction conversion requires authorization under the applicable foreign jurisdiction's law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/8/index.full.html",
              "cell_locator": "DC.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The statute uses the term “domestication” for a same-type change of governing jurisdiction."
            }
          },
          "jurisdiction": "DC",
          "last_checked": "2026-10-02",
          "official_source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
          "state": "District of Columbia"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
              "cell_locator": "DE.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Authorized: any 'other entity' in § 18-214(a), including a foreign LLC, may convert to a domestic LLC after approval under its governing documents or applicable law and filing a certificate of conversion with a certificate of formation."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
              "cell_locator": "DE.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "Authorized: a domestic LLC may convert to any listed entity type or a foreign LLC on § 18-216(b) approval, filing a certificate of conversion to non-Delaware entity for a non-Delaware result; the LLC agreement may deny the power."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
              "cell_locator": "DE.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Conditional: § 18-212 domestication is limited to non-US entities (a foreign LLC qualifies only if not formed under the law of a US jurisdiction); a foreign LLC formed in the US converts in under § 18-214 instead."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
              "cell_locator": "DE.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Conditional: § 18-213 transfer, domestication or continuance is limited to non-US jurisdictions ('other than any state', § 18-101(19)); a US move is a § 18-216(a) conversion to a foreign LLC; the LLC agreement may deny either power."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
              "cell_locator": "DE.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Eligible to convert into a domestic LLC: corporations, statutory, business and common-law trusts, associations, REITs, general and limited partnerships (incl. LLPs, LLLPs), any other entity, and foreign LLCs (§ 18-214(a))."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
              "cell_locator": "DE.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic LLC may convert to a corporation, statutory, business or common-law trust, association, REIT, general or limited partnership (incl. LLP, LLLP), any other entity, or a foreign LLC (§ 18-216(a))."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
              "cell_locator": "DE.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "No provision of the LLC Act, including its conversion, domestication and transfer sections, requires that the other jurisdiction's law permit the transaction (complete search of 6 Del. C. ch. 18)."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
              "cell_locator": "DE.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The LLC Act uses 'domestication' for non-US entities entering (§ 18-212), 'transfer', 'domestication' or 'continuance' for leaving to a non-US jurisdiction (§ 18-213), and 'conversion' for a foreign LLC (§§ 18-214, 18-216)."
            }
          },
          "jurisdiction": "DE",
          "last_checked": "2026-10-02",
          "official_source_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
          "state": "Delaware"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
              "cell_locator": "FL.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic entity of another type, or a foreign entity, may convert into a domestic LLC if the law governing it authorizes it; Florida-filed converting entities must be current in annual reports (ss. 605.1041(2)-(3), 605.0212(9))."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
              "cell_locator": "FL.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A domestic LLC may convert into a domestic entity of another type, or into a foreign entity if that jurisdiction allows it; it must be current in annual reports, and a series LLC may not convert (ss. 605.1041, 605.0212, 605.2603)."
            },
            "domestication_inbound": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
              "cell_locator": "FL.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign entity may become a domestic LLC by conversion if its home law authorizes it (s. 605.1041(3)); a non-United States entity may domesticate if its organic law authorizes it (s. 605.1051); series LLCs are barred (s. 605.2603)."
            },
            "domestication_outbound": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
              "cell_locator": "FL.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "The domestication sections (ss. 605.1051-605.1056) cover only entities becoming Florida LLCs; s. 605.1041(1)(b) lets a domestic LLC convert into a foreign LLC if that jurisdiction authorizes it; series LLCs are barred (s. 605.2603)."
            },
            "eligible_source_types": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
              "cell_locator": "FL.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "A domestic entity other than a domestic LLC, or any foreign entity, may convert into a domestic LLC; “entity” lists corporations, nonprofits, partnerships, LPs, LLCs, REITs and other organic-law entities (ss. 605.1041, 605.0102(23))."
            },
            "eligible_target_types": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
              "cell_locator": "FL.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic LLC may convert into a domestic entity of a different type, or into a foreign entity that is an LLC or another type; “entity” is defined in s. 605.0102(23) (s. 605.1041(1))."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
              "cell_locator": "FL.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Conversion into or from a foreign entity, and domestication of a non-United States entity, must be authorized by the law of that entity's jurisdiction of formation (ss. 605.1041(1)(b), (3), 605.1051)."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
              "cell_locator": "FL.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Ch. 605 uses “domestication”: a transaction under ss. 605.1051-605.1056 in which a non-United States entity becomes a domestic LLC (s. 605.0102(21)-(22))."
            }
          },
          "jurisdiction": "FL",
          "last_checked": "2026-10-02",
          "official_source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
          "state": "Florida"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2009-bv-p1-bbk-p1",
              "cell_locator": "GA.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "The listed entity types may convert into a Georgia limited liability company after the stated approval and Secretary of State filing requirements are satisfied."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Georgia limited liability company may convert to a listed foreign entity if the destination jurisdiction permits the conversion and the statutory plan, approval, filing, and authority rules are met."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2009-bv-p1-bbk-p1",
              "cell_locator": "GA.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Georgia uses its conversion procedure for a foreign limited liability company becoming a Georgia limited liability company; the statute calls the transaction an election or conversion."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Georgia uses its conversion procedure for a Georgia limited liability company becoming the same type under another jurisdiction, if that jurisdiction permits it."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2009-bv-p1-bbk-p1",
              "cell_locator": "GA.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The inbound-conversion provision lists the entity types eligible to become a Georgia limited liability company."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Georgia limited liability company may become the listed domestic or foreign entity types under the applicable target or outbound conversion provision."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "An outbound conversion of a Georgia limited liability company requires the destination jurisdiction's law to permit the conversion."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The Georgia provisions use the terms “conversion” and “election,” including for a same-type move to another jurisdiction."
            }
          },
          "jurisdiction": "GA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
          "state": "Georgia"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0902_0005.htm",
              "cell_locator": "HI.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign LLC or other entity may convert to a Hawaii LLC if its home-jurisdiction law permits the conversion and the transaction complies with that law."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0902_0005.htm",
              "cell_locator": "HI.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Hawaii LLC may convert to a foreign LLC or another entity if § 428-902.5(a)'s five conditions are met, including approval and permission under the destination law."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0902_0005.htm",
              "cell_locator": "HI.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Hawaii treats a foreign LLC's move into Hawaii as a conversion; it is allowed if the foreign jurisdiction's law permits it and the conversion complies with that law."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0902_0005.htm",
              "cell_locator": "HI.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Hawaii treats an LLC's move to a foreign LLC as a conversion; § 428-902.5(a)'s five conditions apply, including approval and permission under destination law."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0901.htm",
              "cell_locator": "HI.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Eligible sources include a foreign LLC and the corporations, partnerships, limited partnerships, LLPs, and domestic professional corporations within § 428-901's “other entity” definition."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0901.htm",
              "cell_locator": "HI.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Hawaii LLC may target a foreign LLC or the corporations, partnerships, limited partnerships, LLPs, and domestic professional corporations within § 428-901's definition."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0902_0005.htm",
              "cell_locator": "HI.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The destination law must permit an outbound conversion, and an inbound converter must be permitted by and comply with its home-jurisdiction law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0902_0005.htm",
              "cell_locator": "HI.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The Hawaii LLC Act uses the term “conversion,” including for moves into and from foreign LLC status."
            }
          },
          "jurisdiction": "HI",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0902_0005.htm",
          "state": "Hawaii"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
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              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic or foreign entity other than an LLC may convert into an Iowa LLC; a foreign entity's law must authorize the conversion, while a domestic entity must comply and file the statement."
            },
            "conversion_authorization_posture.outbound": {
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              "cell_locator": "IA.llc.conversion_authorization_posture.outbound",
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            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
              "cell_locator": "IA.llc.domestication_inbound",
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              "source_field": "domestication_inbound",
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            },
            "domestication_outbound": {
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              "cell_locator": "IA.llc.domestication_outbound",
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              "source_field": "domestication_outbound",
              "value": "An Iowa LLC may domesticate to a foreign jurisdiction if that jurisdiction's law authorizes the move and the LLC approves a plan and files a statement of domestication."
            },
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              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
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              "source_field": "eligible_source_types",
              "value": "Entities within §489.1001(11), other than a foreign or domestic LLC, may be conversion sources for an Iowa LLC under §489.1041(2) and (4)."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
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              "source_field": "eligible_target_types",
              "value": "An Iowa LLC may convert to a different entity type within §489.1001(11), domestically or in a foreign jurisdiction whose law authorizes the conversion."
            },
            "paired_jurisdiction_authorization": {
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              "source_field": "paired_jurisdiction_authorization",
              "value": "Foreign-law authorization is required for an Iowa LLC's foreign conversion or domestication and for a foreign entity's conversion or domestication into Iowa."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
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              "source_field": "redomiciliation_term_used",
              "value": "Iowa uses the statutory terms 'conversion' and 'domestication' in Chapter 489."
            }
          },
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          "last_checked": "2026-10-02",
          "official_source_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
          "state": "Iowa"
        },
        {
          "cells": {
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              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign entity may convert into an Idaho LLC if its formation jurisdiction authorizes the conversion."
            },
            "conversion_authorization_posture.outbound": {
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              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "An Idaho LLC may convert to a different domestic entity type; a foreign destination also requires authorization under that jurisdiction's law."
            },
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              "source_field": "domestication_inbound",
              "value": "A foreign LLC may domesticate into Idaho if its formation jurisdiction authorizes the domestication."
            },
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              "cell_locator": "ID.llc.domestication_outbound",
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              "source_field": "domestication_outbound",
              "value": "An Idaho LLC may domesticate into a foreign jurisdiction if that jurisdiction authorizes the domestication."
            },
            "eligible_source_types": {
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              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "A foreign statutory “entity” of a different type may convert into an Idaho LLC, subject to the foreign-law condition."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH21.pdf",
              "cell_locator": "ID.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "An Idaho LLC may convert to any different statutory “entity” type, with a foreign-law condition for a foreign target."
            },
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              "source_field": "paired_jurisdiction_authorization",
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            },
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              "value": "Idaho uses the statutory term “domestication” for a same-type jurisdiction change."
            }
          },
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          "last_checked": "2026-10-02",
          "official_source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
          "state": "Idaho"
        },
        {
          "cells": {
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              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
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              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic entity of another type may convert into an Illinois LLC; a foreign entity of another type may do so if its home jurisdiction's law authorizes it (805 ILCS 415/201(a)-(b); 805 ILCS 180/37-10)."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
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              "value": "A domestic LLC may convert to a domestic entity of a different type, or to a foreign entity of a different type if the foreign jurisdiction's law authorizes it (805 ILCS 415/201(a); 805 ILCS 180/37-10)."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
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              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign LLC may become an Illinois LLC by domestication if the law of its jurisdiction of organization authorizes it (805 ILCS 415/301(b); 805 ILCS 180/37-10)."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
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              "source_field": "domestication_outbound",
              "value": "An Illinois LLC may domesticate as an LLC of a foreign jurisdiction if that jurisdiction's law authorizes it, after approving a plan of domestication (805 ILCS 415/301(a), 302; 805 ILCS 180/37-10)."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
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              "source_field": "eligible_source_types",
              "value": "Domestic or (if their law allows) foreign business, medical, nonprofit and professional service corporations, general partnerships (incl. LLPs) and limited partnerships (incl. LLLPs) may convert into an Illinois LLC (805 ILCS 415/201)."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
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              "value": "An Illinois LLC may convert into domestic or (if that law allows) foreign business, medical, nonprofit and professional service corporations, general partnerships (incl. LLPs) and limited partnerships (incl. LLLPs) (805 ILCS 415/201)."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
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              "source_field": "paired_jurisdiction_authorization",
              "value": "Required: a conversion to or from a foreign entity, and a domestication into or out of Illinois, must be authorized by the law of the foreign jurisdiction (805 ILCS 415/201(a)(2), (b); 301(a)-(b))."
            },
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              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
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              "value": "Illinois uses 'domestication' (Entity Omnibus Act Art. 3) for an entity moving its jurisdiction while keeping its type; a change of type, including across jurisdictions, is a 'conversion' (Art. 2)."
            }
          },
          "jurisdiction": "IL",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
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        },
        {
          "cells": {
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              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A different domestic entity type may convert into an Indiana LLC; a different foreign type may do so if its formation jurisdiction authorizes it, subject to IC 23-0.6-4-1(c)-(e)."
            },
            "conversion_authorization_posture.outbound": {
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              "source_field": "conversion_authorization_posture.outbound",
              "value": "An Indiana LLC may convert to a different domestic entity type, or to a different foreign type if the foreign jurisdiction authorizes it, subject to IC 23-0.6-4-1(c)-(e)."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
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              "source_field": "domestication_inbound",
              "value": "A foreign LLC may become an Indiana LLC by domestication if its formation jurisdiction authorizes the domestication and the IC 23-0.6-5 filing and approval rules are met."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.llc.domestication_outbound",
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              "source_field": "domestication_outbound",
              "value": "An Indiana LLC may become the same entity type in a foreign jurisdiction by domestication if that jurisdiction authorizes it and the IC 23-0.6-5 plan, approval, and filing rules are met."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
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              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Entities of a different type may convert into an Indiana LLC; the eligible source classes are the other listed for-profit entity types, excluding nonprofit corporations under IC 23-0.6-4-1(c),(e)."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.llc.eligible_target_types",
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              "source_field": "eligible_target_types",
              "value": "An Indiana LLC may convert to the other listed for-profit entity types; conversion to a nonprofit corporation is barred by IC 23-0.6-4-1(c), and nonprofit corporations may not convert."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For a foreign conversion or domestication, Indiana requires authorization under the relevant foreign jurisdiction's law; an inbound foreign entity's formation law also must authorize the transaction."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.llc.redomiciliation_term_used",
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              "source_field": "redomiciliation_term_used",
              "value": "Indiana uses the statutory term “domestication” for the same-type change of jurisdiction governed by IC 23-0.6-5."
            }
          },
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          "last_checked": "2026-10-02",
          "official_source_url": "https://iga.in.gov/ic/2026/Title_23.html",
          "state": "Indiana"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
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              "source_field": "conversion_authorization_posture.inbound",
              "value": "A different foreign entity type may convert into a Kansas limited liability company if its jurisdiction of organization authorizes the conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
              "cell_locator": "KS.llc.conversion_authorization_posture.outbound",
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              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Kansas limited liability company may convert to a different domestic entity type or, if the destination law authorizes it, a different foreign entity type."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0501.html",
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              "source_field": "domestication_inbound",
              "value": "A foreign limited liability company may domesticate into Kansas if its jurisdiction of organization authorizes the domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0501.html",
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              "source_field": "domestication_outbound",
              "value": "A Kansas limited liability company may domesticate into a foreign jurisdiction if that jurisdiction authorizes the domestication."
            },
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              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0102.html",
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              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The Act's entity definition supplies the types that may convert into a Kansas limited liability company; conversion requires a different type."
            },
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              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0102.html",
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              "value": "The Act's entity definition supplies the types into which a Kansas limited liability company may convert; conversion requires a different type."
            },
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              "source_field": "paired_jurisdiction_authorization",
              "value": "A conversion involving a foreign jurisdiction requires authorization under that jurisdiction's law."
            },
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              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0102.html",
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              "source_field": "redomiciliation_term_used",
              "value": "Kansas uses and defines the term domestication for a same-entity continuation under a different jurisdiction's organic law."
            }
          },
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        },
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              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13904",
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              "source_field": "conversion_authorization_posture.inbound",
              "value": "A partnership, limited partnership, or corporation may convert into a Kentucky LLC under KRS 275.370 or 275.376."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40453",
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              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Kentucky LLC may convert into an LP, LLP, or statutory trust under the route-specific statutes and approvals."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/chapter.aspx?id=38578",
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              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "domestication_inbound",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/chapter.aspx?id=38578",
              "cell_locator": "KY.llc.domestication_outbound",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "domestication_outbound",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13904",
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              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Stated inbound source types are partnerships, limited partnerships, and corporations; the corporation definition reaches other states and foreign countries."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40453",
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              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "Stated outbound target types are a limited partnership, limited liability partnership, and statutory trust."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=44360",
              "cell_locator": "KY.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For the foreign-nonprofit-corporation route into a nonprofit LLC, the source jurisdiction's law must not forbid the conversion."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/chapter.aspx?id=38578",
              "cell_locator": "KY.llc.redomiciliation_term_used",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
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              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
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          },
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          "last_checked": "2026-10-03",
          "official_source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40453",
          "state": "Kentucky"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
              "cell_locator": "LA.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic business corporation or another domestic unincorporated entity may convert into a domestic Louisiana LLC."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
              "cell_locator": "LA.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A domestic Louisiana LLC may convert to a domestic business corporation or another form of domestic unincorporated entity."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558",
              "cell_locator": "LA.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign LLC may convert its state of organization to Louisiana unless the other state's law prohibits the move and after satisfying the statutory approval and filing rules."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558",
              "cell_locator": "LA.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A domestic Louisiana LLC may convert its state of organization to another state unless that state's law prohibits the move and after satisfying the statutory approval and filing rules."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=920192",
              "cell_locator": "LA.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The listed domestic entity types may convert into a domestic Louisiana LLC; the statute does not extend this route to foreign different-type entities."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=920192",
              "cell_locator": "LA.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic Louisiana LLC may convert into the listed domestic entity types; the statute does not extend this route to a foreign different-type entity."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558",
              "cell_locator": "LA.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "An LLC state-of-organization conversion must not be prohibited by the other state's law, and the request must state compliance with both states' laws and requirements."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558",
              "cell_locator": "LA.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Louisiana calls an LLC's same-type jurisdictional move a “conversion of state of organization.”"
            }
          },
          "jurisdiction": "LA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.legis.la.gov/legis/Law.aspx?d=920372",
          "state": "Louisiana"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
              "cell_locator": "MA.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Associations, trusts, partnerships and registered LLPs covered by ch. 156C, §69, and a business corporation under ch. 156D may convert to a Massachusetts LLC."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.50",
              "cell_locator": "MA.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A domestic Massachusetts LLC, as a domestic other entity, may convert to a domestic Massachusetts business corporation."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C",
              "cell_locator": "MA.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No same-form inbound domestication authorization for a Massachusetts LLC was located after complete searches of the LLC and LP acts; §9.20 is corporation-only."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C",
              "cell_locator": "MA.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No same-form outbound domestication authorization for a Massachusetts LLC was located after complete searches of the LLC and LP acts; §9.20 is corporation-only."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
              "cell_locator": "MA.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Inbound sources include domestic corporations and the associations, trusts, partnerships, LPs, and registered LLPs listed in ch. 156C, §69(a)."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.50",
              "cell_locator": "MA.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The located outbound procedure permits a domestic Massachusetts LLC to convert to a domestic Massachusetts business corporation."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
              "cell_locator": "MA.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The conversion provisions reaching a Massachusetts LLC state no general requirement that another jurisdiction's law permit the transaction."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C",
              "cell_locator": "MA.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "No redomiciliation term for a same-form jurisdictional move by a Massachusetts LLC is stated in the complete LLC or LP acts."
            }
          },
          "jurisdiction": "MA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section9.50",
          "state": "Massachusetts"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1101&enactments=false",
              "cell_locator": "MD.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "An other entity may convert to a Maryland limited liability company by meeting the approval and filing requirements stated in the conversion subtitle."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1101&enactments=false",
              "cell_locator": "MD.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A limited liability company may convert to an other entity by obtaining the stated approval and filing articles of conversion."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1101&enactments=false",
              "cell_locator": "MD.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Maryland treats a foreign limited liability company becoming a domestic limited liability company as a conversion under the same approval and filing procedure."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1101&enactments=false",
              "cell_locator": "MD.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Maryland treats a domestic limited liability company becoming a foreign limited liability company as a conversion under the same approval and filing procedure."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1101&enactments=false",
              "cell_locator": "MD.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The listed corporations, partnerships, trusts, unincorporated businesses, and foreign same-type entities may convert into a Maryland limited liability company."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1101&enactments=false",
              "cell_locator": "MD.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Maryland limited liability company may convert into any entity type included in the conversion subtitle's complete “other entity” definition."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1102&enactments=false",
              "cell_locator": "MD.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "An inbound entity must approve the conversion in the manner and by the vote required by its governing document and organizing law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1101&enactments=false",
              "cell_locator": "MD.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Maryland's limited liability company statute uses the term “conversion” for this transaction."
            }
          },
          "jurisdiction": "MD",
          "last_checked": "2026-10-02",
          "official_source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1101&enactments=false",
          "state": "Maryland"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
              "cell_locator": "ME.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Maine conditionally authorizes conversion into a domestic LLC when the other entity's governing statute and the governing jurisdictions permit it."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
              "cell_locator": "ME.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "Maine conditionally authorizes conversion out of a domestic LLC when the other entity's governing statute and the governing jurisdictions permit it."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
              "cell_locator": "ME.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No procedure authorizing a foreign LLC to become a Maine LLC was located in the complete Maine LLC Act; §1645 reaches only an organization other than an LLC."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
              "cell_locator": "ME.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No procedure authorizing a Maine LLC to become a foreign LLC was located in the complete Maine LLC Act; §1645 reaches only an organization other than an LLC."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
              "cell_locator": "ME.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "An organization other than an LLC may convert into a Maine LLC; the statutory organization definition covers domestic and foreign entity forms."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
              "cell_locator": "ME.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Maine LLC may convert into an organization other than an LLC within the statute's domestic-and-foreign organization definition."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
              "cell_locator": "ME.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The non-LLC governing statute must authorize conversion, neither governing jurisdiction may prohibit it, and both organizations must comply with their governing statutes."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
              "cell_locator": "ME.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The complete Maine LLC Act does not use domestication, redomiciliation, or continuance as an LLC home-jurisdiction procedure."
            }
          },
          "jurisdiction": "ME",
          "last_checked": "2026-10-02",
          "official_source_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
          "state": "Maine"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4709",
              "cell_locator": "MI.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A business organization may convert into a Michigan LLC if source law permits and the plan, approval, certificate, and articles requirements are met."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4708",
              "cell_locator": "MI.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Michigan LLC may convert into a business organization if destination law permits and the plan, approval, formation-document, and certificate requirements are met."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4709",
              "cell_locator": "MI.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign LLC may become a Michigan LLC through the statute's conversion procedure when source law permits and all stated requirements are met."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4708",
              "cell_locator": "MI.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Michigan LLC may become a foreign LLC through the statute's conversion procedure when destination law permits and all stated requirements are met."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
              "cell_locator": "MI.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The inbound class includes the stated domestic and foreign corporations, nonprofits, partnerships, telephone corporations, and other business enterprises, but not a domestic LLC."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
              "cell_locator": "MI.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The outbound class includes the stated domestic and foreign corporations, nonprofits, partnerships, telephone corporations, and other business enterprises, but not a domestic LLC."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4708",
              "cell_locator": "MI.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Outbound conversion requires destination-law permission; inbound conversion requires source-law permission and compliance."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4709",
              "cell_locator": "MI.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The LLC Act calls the same-type foreign-to-domestic and domestic-to-foreign routes conversion, not domestication."
            }
          },
          "jurisdiction": "MI",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4708",
          "state": "Michigan"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
              "cell_locator": "MN.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A permitted organization may convert into a Minnesota limited liability company if its governing statute authorizes the transaction and the Minnesota filing rule is satisfied."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
              "cell_locator": "MN.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Minnesota limited liability company may convert to the permitted organization forms if the other governing statute authorizes the transaction and the stated approval and filing rules are met."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
              "cell_locator": "MN.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited liability company may move its home jurisdiction into Minnesota through the statute's stated procedure and paired-jurisdiction conditions."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
              "cell_locator": "MN.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Minnesota limited liability company may move its home jurisdiction out of Minnesota through the statute's stated procedure and paired-jurisdiction conditions."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
              "cell_locator": "MN.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The organization definition and inbound conversion clause state the source-organization scope for conversion into a Minnesota limited liability company."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
              "cell_locator": "MN.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The organization definition and outbound conversion clause state the target-organization scope for a Minnesota limited liability company conversion."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
              "cell_locator": "MN.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The other organization's governing statute must authorize the conversion, and the transaction may not be prohibited by the governing jurisdictions' law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
              "cell_locator": "MN.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Minnesota uses domestication for a same-type change of home jurisdiction involving a limited liability company."
            }
          },
          "jurisdiction": "MN",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
          "state": "Minnesota"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
              "cell_locator": "MO.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A Missouri corporation may convert into a LLC."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Missouri LLC is an “other entity” that may convert to a Missouri corporation."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneChapter.aspx?chapter=347",
              "cell_locator": "MO.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No authorization for a foreign LLC to become a domestic Missouri LLC was located after the complete chapter search."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneChapter.aspx?chapter=347",
              "cell_locator": "MO.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No authorization for a Missouri LLC to become a foreign LLC was located after the complete chapter search."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.409",
              "cell_locator": "MO.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The captured inbound conversion rule expressly permits a Missouri corporation to convert into a LLC."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The captured outbound conversion rule expressly permits a Missouri LLC to convert into a Missouri corporation."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The captured conversion provisions state no requirement that the other jurisdiction's law authorize the conversion."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneChapter.aspx?chapter=347",
              "cell_locator": "MO.llc.redomiciliation_term_used",
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          },
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          "official_source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
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        },
        {
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            },
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            },
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              "source_field": "eligible_source_types",
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              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The LLC conversion provisions are domestic-only; a cross-jurisdiction domestication requires authorization under the other jurisdiction's law."
            },
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          },
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        },
        {
          "cells": {
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              "source_field": "conversion_authorization_posture.inbound",
              "value": "North Carolina conditionally authorizes conversion into a domestic LLC when the governing entity law permits it."
            },
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              "source_field": "conversion_authorization_posture.outbound",
              "value": "North Carolina conditionally authorizes conversion out of a domestic LLC when the governing entity law permits it."
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            "domestication_inbound": {
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              "source_field": "domestication_inbound",
              "value": "A foreign LLC may become a North Carolina LLC through the statute's conversion procedure when its governing law permits it."
            },
            "domestication_outbound": {
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              "source_field": "domestication_outbound",
              "value": "A North Carolina LLC may become a foreign LLC through conversion when the destination law permits it."
            },
            "eligible_source_types": {
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              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The LLC inbound-conversion provision uses the statute's defined domestic-and-foreign entity universe, excluding only the domestic destination form."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
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              "value": "A domestic LLC may convert to a different entity in the statute's defined domestic-and-foreign entity universe."
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              "source_field": "redomiciliation_term_used",
              "value": "The North Carolina LLC statute uses conversion, rather than domestication, for covered same-form interstate moves."
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          },
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        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
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            "domestication_outbound": {
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              "value": "A North Dakota LLC may become a foreign LLC if the foreign governing statute authorizes domestication, the other jurisdiction does not prohibit it, and that statute is followed."
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              "value": "The statutory organization types other than a limited liability company, excluding the listed nonprofit forms, may be sources for conversion into that entity type."
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              "cell_citation_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
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              "value": "The other organization's governing statute must authorize the conversion, the enacting jurisdiction's law must not prohibit it, and the organization must comply with that statute."
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              "value": "North Dakota uses the term “domestication” for an LLC's same-type jurisdiction move."
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          },
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        {
          "cells": {
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              "source_field": "conversion_authorization_posture.outbound",
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            "domestication_inbound": {
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              "source_field": "domestication_inbound",
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              "source_field": "domestication_outbound",
              "value": "A Nebraska LLC may domesticate to another jurisdiction if that jurisdiction authorizes and does not prohibit the transaction and the LLC complies with its law."
            },
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              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-175",
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              "source_field": "eligible_source_types",
              "value": "The inbound conversion source is an organization other than an LLC or foreign LLC, subject to its governing statute and jurisdictional law."
            },
            "eligible_target_types": {
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              "source_field": "eligible_target_types",
              "value": "A Nebraska LLC may convert to an organization other than a foreign LLC under the Act's conversion conditions."
            },
            "paired_jurisdiction_authorization": {
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              "cell_locator": "NE.llc.paired_jurisdiction_authorization",
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              "source_field": "paired_jurisdiction_authorization",
              "value": "The other governing statute must authorize a conversion, and the foreign governing statute must authorize a domestication."
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              "source_field": "redomiciliation_term_used",
              "value": "Nebraska's LLC Act uses the terms conversion and domestication for these entity-migration transactions."
            }
          },
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          "last_checked": "2026-10-03",
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          "state": "Nebraska"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
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              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Another business entity may convert into a New Hampshire LLC by complying with RSA 304-C:149 and the law governing that entity."
            },
            "conversion_authorization_posture.outbound": {
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              "source_field": "conversion_authorization_posture.outbound",
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            },
            "domestication_outbound": {
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              "value": "A New Hampshire LLC may domesticate into a foreign jurisdiction if that jurisdiction's law permits the domestication."
            },
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              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
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              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Any entity with a business-organization form other than an LLC may be an inbound source type."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
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              "source_field": "eligible_target_types",
              "value": "A New Hampshire LLC may convert to another business-organization form authorized by an applicable statute."
            },
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              "source_field": "paired_jurisdiction_authorization",
              "value": "The inbound entity's governing law and the statute governing the outbound target form must support the conversion."
            },
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              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The LLC Act uses the term domestication for a same-form jurisdictional move."
            }
          },
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          "last_checked": "2026-10-02",
          "official_source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
          "state": "New Hampshire"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-78%20conversion%5D42%3A2C-78%20conversion&xhitlist_vq=42%3A2C-78%20conversion",
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              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A New Jersey LLC conversion inbound is authorized only when the other organization's law authorizes and does not prohibit it."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-78%20conversion%5D42%3A2C-78%20conversion&xhitlist_vq=42%3A2C-78%20conversion",
              "cell_locator": "NJ.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A New Jersey LLC conversion outbound is authorized only when the other organization's law authorizes and does not prohibit it."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-82%20domestication%5D42%3A2C-82%20domestication&xhitlist_vq=42%3A2C-82%20domestication",
              "cell_locator": "NJ.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign LLC may domesticate into New Jersey if its governing law authorizes, does not prohibit, and is followed for the move."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-82%20domestication%5D42%3A2C-82%20domestication&xhitlist_vq=42%3A2C-82%20domestication",
              "cell_locator": "NJ.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A New Jersey LLC may domesticate outward if the destination law authorizes, does not prohibit, and is followed for the move."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-73%20Definitions%5D42%3A2C-73%20Definitions&xhitlist_vq=42%3A2C-73%20Definitions",
              "cell_locator": "NJ.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "A domestic or foreign organization within the act's full definition may convert into a New Jersey LLC, subject to N.J.S.A. 42:2C-78."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-73%20Definitions%5D42%3A2C-73%20Definitions&xhitlist_vq=42%3A2C-73%20Definitions",
              "cell_locator": "NJ.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A New Jersey LLC may convert to an organization within the act's full definition, other than a foreign LLC, subject to N.J.S.A. 42:2C-78."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-78%20conversion%5D42%3A2C-78%20conversion&xhitlist_vq=42%3A2C-78%20conversion",
              "cell_locator": "NJ.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Conversion and domestication involving a New Jersey LLC require authorization under the paired governing statute and no prohibition by its law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-82%20domestication%5D42%3A2C-82%20domestication&xhitlist_vq=42%3A2C-82%20domestication",
              "cell_locator": "NJ.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The LLC act uses “domestication” for a same-type move between New Jersey and another jurisdiction."
            }
          },
          "jurisdiction": "NJ",
          "last_checked": "2026-10-03",
          "official_source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-78%20conversion%5D42%3A2C-78%20conversion&xhitlist_vq=42%3A2C-78%20conversion",
          "state": "New Jersey"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A corporation, partnership, or limited partnership may convert into a New Mexico LLC after the stated approval, agreement, and filing steps."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A New Mexico LLC may convert to a corporation, partnership, or limited partnership after the stated approval, agreement, and filing steps."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No statutory authorization was located for an inbound same-type jurisdictional move of a New Mexico limited liability company."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No statutory authorization was located for an outbound same-type jurisdictional move of a New Mexico limited liability company."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Corporations, partnerships, and limited partnerships may convert into a New Mexico LLC; the statutory definitions include comparable foreign forms."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A New Mexico LLC may convert to a corporation, partnership, or limited partnership; the statutory definitions include comparable foreign forms."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "No paired-jurisdiction authorization condition was stated for conversion of a New Mexico limited liability company."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "No operative domestication, continuance, or redomestication term was located for a New Mexico limited liability company."
            }
          },
          "jurisdiction": "NM",
          "last_checked": "2026-10-03",
          "official_source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
          "state": "New Mexico"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "NRS 92A.195(1) lets a foreign entity of any type convert into a domestic limited-liability company if the foreign jurisdiction's law permits it and the parties comply with NRS 92A.205-240."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "NRS 92A.105(1) lets a domestic limited-liability company convert into a different-type domestic entity or a foreign entity; NRS 92A.195(2) conditions the foreign-entity case on the destination jurisdiction's law permitting it."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "NRS 92A.270 lets any 'undomesticated organization' (a term naming 'limited-liability company') become domesticated in Nevada as a domestic limited-liability company, on Secretary of State filing plus internal and foreign-law approval."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Nevada has no separate outbound-domestication statute; a domestic limited-liability company moving to another jurisdiction without changing type does so as a conversion into a 'foreign entity' under NRS 92A.105(1)/92A.195(2)."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Any foreign or domestic corporation (for-profit or not), LLC, LP, business trust, or general partnership may convert into a domestic limited-liability company; a domestic nonprofit corporation may not be the converting (source) entity."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A domestic limited-liability company may convert into any 'entity' as chapter 92A defines that term: a corporation (for-profit or not), LLC, LP, or business trust, foreign or domestic."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Both conversion directions require the other jurisdiction's law to permit the transaction (NRS 92A.195(1)(a), (2)(a)); inbound domestication requires approval under 'applicable foreign law' (NRS 92A.270(6)(b))."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Chapter 92A's title and NRS 92A.270's heading use 'domestication' for an inbound jurisdiction-only move; an outbound same-type move is done as a 'conversion' (NRS 92A.105/195)."
            }
          },
          "jurisdiction": "NV",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
          "state": "Nevada"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
              "cell_locator": "NY.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A partnership or a New York limited partnership may convert into a New York LLC under LLC Law § 1006, on partner approval, an agreement of conversion, a filed certificate of conversion and § 206 publication."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
              "cell_locator": "NY.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "No provision authorizing a New York LLC to convert into another entity type was located; the LLC Law's conversion sections (§§ 1006-1007) cover only partnerships and limited partnerships converting into LLCs."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/102",
              "cell_locator": "NY.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "The LLC Law has no procedure for a foreign LLC to domesticate, transfer or continue into New York as a domestic LLC; a full-text search of all 124 sections found no such provision."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/102",
              "cell_locator": "NY.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "The LLC Law has no procedure for a New York LLC to domesticate, transfer or continue into another jurisdiction; a full-text search of all 124 sections found no such provision."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
              "cell_locator": "NY.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Under LLC Law § 1006, a partnership (Partnership Law Art. 2 meaning, which includes a registered limited liability partnership) or a limited partnership formed under New York law may convert into an LLC."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
              "cell_locator": "NY.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "No provision lets a New York LLC convert into another entity type, so no eligible target types are stated; LLC Law §§ 1006-1007 run only into LLCs."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
              "cell_locator": "NY.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "LLC Law §§ 1006-1007 state no requirement that another jurisdiction's law permit a conversion, and the LLC Law has no domestication provision."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/102",
              "cell_locator": "NY.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The LLC Law uses no redomiciliation term (domestication, redomestication, transfer or change of domicile or jurisdiction, continuance or similar) in any of its 124 sections."
            }
          },
          "jurisdiction": "NY",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
          "state": "New York"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
              "cell_locator": "OH.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic or foreign entity may convert into a domestic Ohio LLC when its governing law permits it."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
              "cell_locator": "OH.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A domestic Ohio LLC may convert to another domestic or foreign entity form when the receiving law permits it."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
              "cell_locator": "OH.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign LLC may become a domestic Ohio LLC through the statute's conversion procedure when its governing law permits."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
              "cell_locator": "OH.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A domestic Ohio LLC may become a foreign LLC through conversion when the receiving jurisdiction's law permits."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
              "cell_locator": "OH.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Eligible inbound source types are the statute's listed domestic or foreign entity forms, subject to the target-form exclusions."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
              "cell_locator": "OH.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "Eligible outbound target types are the statute's listed domestic or foreign entity forms, subject to the source-form exclusions."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
              "cell_locator": "OH.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The non-LLC governing statute must authorize the conversion, neither governing jurisdiction may prohibit it, and both entities must comply with governing law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
              "cell_locator": "OH.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Ohio uses the term “conversion” for the statutory procedure that can accomplish a same-form move into or out of Ohio."
            }
          },
          "jurisdiction": "OH",
          "last_checked": "2026-10-03",
          "official_source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
          "state": "Ohio"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365004",
              "cell_locator": "OK.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "An entity within § 2054.1(A)'s class may convert to an Oklahoma LLC, protected series, or registered series through the stated filings."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365005",
              "cell_locator": "OK.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "An Oklahoma LLC may convert to any entity within § 2054.2(A)'s defined class under the operating-agreement and statutory approval rules."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365004",
              "cell_locator": "OK.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign LLC may become an Oklahoma LLC through the procedure the statute calls conversion."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365005",
              "cell_locator": "OK.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "An Oklahoma LLC may become a foreign LLC through the procedure the statute calls conversion."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365004",
              "cell_locator": "OK.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The inbound class includes foreign LLCs, public-benefit LLCs, corporations, partnerships, and qualifying associations, trusts, or enterprises."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365005",
              "cell_locator": "OK.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The outbound class includes series, foreign LLCs, public-benefit LLCs, corporations, partnerships, and qualifying associations, trusts, or enterprises."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365004",
              "cell_locator": "OK.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "No paired-jurisdiction authorization condition is stated in the captured LLC conversion sections."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365005",
              "cell_locator": "OK.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The same-type interstate move is authorized under the statutory term “conversion,” not a separate domestication article."
            }
          },
          "jurisdiction": "OK",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365005",
          "state": "Oklahoma"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
              "cell_locator": "OR.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A business entity within Oregon's statutory definition may convert into an Oregon limited liability company by approving a plan and filing articles of conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
              "cell_locator": "OR.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "An Oregon limited liability company may convert to a qualifying business entity in Oregon or another jurisdiction under the stated plan, filing, foreign-authorization, and compliance rules."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
              "cell_locator": "OR.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "Oregon calls the transaction a conversion: a foreign limited liability company within the business-entity definition may convert into an Oregon limited liability company through the stated plan and filing process."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
              "cell_locator": "OR.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Oregon calls the transaction a conversion: an Oregon limited liability company may convert into a foreign limited liability company if the other jurisdiction permits it and all stated conditions are met."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
              "cell_locator": "OR.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The business-entity definition enumerates the entity forms eligible to convert into an Oregon limited liability company, including qualifying forms organized under comparable foreign law."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
              "cell_locator": "OR.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "The business-entity definition enumerates the entity forms eligible as conversion targets for an Oregon limited liability company, subject to the authorization clauses."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
              "cell_locator": "OR.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For conversion of an Oregon limited liability company into an entity organized in another jurisdiction, that jurisdiction's law must permit the conversion."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
              "cell_locator": "OR.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Oregon uses “conversion” for a same-type change of home jurisdiction involving a limited liability company."
            }
          },
          "jurisdiction": "OR",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
          "state": "Oregon"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign association of a different type may convert into a Pennsylvania limited liability company if its formation jurisdiction authorizes the conversion."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Pennsylvania limited liability company may convert to a different domestic type or banking institution, and to a different foreign type if the foreign law authorizes it."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign limited liability company may domesticate into Pennsylvania as the same type because Title 15 provides for forming that type."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Pennsylvania limited liability company may domesticate to the same type in a foreign jurisdiction if that jurisdiction authorizes the domestication."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000.",
              "cell_locator": "PA.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Sources into a Pennsylvania limited liability company include the other Title 15 entity types and a domestic banking institution; foreign associations must be a different type."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000.",
              "cell_locator": "PA.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Pennsylvania limited liability company may target the other Title 15 entity types or a domestic banking institution; a foreign target must be a different type."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For a conversion involving a foreign association, the relevant foreign jurisdiction's law must authorize the conversion."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=002.&subsctn=000.",
              "cell_locator": "PA.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Pennsylvania uses and defines the statutory terms “conversion” and “domestication.”"
            }
          },
          "jurisdiction": "PA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
          "state": "Pennsylvania"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.1.htm",
              "cell_locator": "RI.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "An entity within the statutory definition may convert to a Rhode Island LLC."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.2.htm",
              "cell_locator": "RI.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Rhode Island LLC may convert to the listed entity and business forms."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.1.htm",
              "cell_locator": "RI.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign LLC may become a Rhode Island LLC through the statute's conversion procedure."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.2.htm",
              "cell_locator": "RI.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Rhode Island LLC may become a foreign LLC through the statute's conversion procedure."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.1.htm",
              "cell_locator": "RI.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The inbound definition includes corporations, partnerships, trusts, sole proprietorships, other entities, and foreign LLCs."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.2.htm",
              "cell_locator": "RI.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Rhode Island LLC may convert to the listed corporations, partnerships, trusts, other entities, or a foreign LLC."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.1.htm",
              "cell_locator": "RI.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The LLC conversion provisions do not state that the other jurisdiction must authorize the transaction."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.2.htm",
              "cell_locator": "RI.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The LLC act uses “conversion,” including for a move to a foreign LLC."
            }
          },
          "jurisdiction": "RI",
          "last_checked": "2026-10-02",
          "official_source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.2.htm",
          "state": "Rhode Island"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A partnership, limited partnership, or corporation may convert to a South Carolina LLC."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A South Carolina LLC may convert to a corporation, limited partnership, or partnership under the destination-specific conversion sections."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No express inbound LLC domestication or continuance authorization was located in the complete South Carolina LLC Act."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "No express outbound LLC domestication or continuance authorization was located in the complete South Carolina LLC Act."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Corporations, partnerships, and limited partnerships may convert into South Carolina LLCs."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A South Carolina LLC may convert into a corporation, limited partnership, or partnership."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The mapped LLC conversion sections do not require authorization under another jurisdiction's law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The complete South Carolina LLC Act does not state a term for an LLC same-type change of jurisdiction."
            }
          },
          "jurisdiction": "SC",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.scstatehouse.gov/code/t33c044.php",
          "state": "South Carolina"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-906",
              "cell_locator": "SD.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "An organization other than an LLC or foreign LLC may convert to a South Dakota LLC under the three conditions in §47-34A-906(a)."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-906",
              "cell_locator": "SD.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A South Dakota LLC may convert to an organization other than a foreign LLC when the other governing statute authorizes the conversion, the other jurisdiction does not prohibit it, and the other organization complies with its statute."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-910",
              "cell_locator": "SD.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign LLC may domesticate into South Dakota when its governing statute authorizes the transaction, the governing jurisdiction does not prohibit it, and the company complies with that statute."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-910",
              "cell_locator": "SD.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A South Dakota LLC may domesticate as a foreign LLC when the foreign governing statute authorizes the transaction, its jurisdiction does not prohibit it, and the company complies with that statute."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-901",
              "cell_locator": "SD.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "An organization within the Act's full definition, other than an LLC or foreign LLC, may be an inbound conversion source."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-901",
              "cell_locator": "SD.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A South Dakota LLC may convert to an organization within the Act's full definition, other than a foreign LLC."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-906",
              "cell_locator": "SD.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Conversion and domestication routes require authorization under the other entity's governing statute and nonprohibition by the enacting jurisdiction."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-910",
              "cell_locator": "SD.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The South Dakota LLC Act uses conversion and domestication for these transactions."
            }
          },
          "jurisdiction": "SD",
          "last_checked": "2026-10-03",
          "official_source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-906",
          "state": "South Dakota"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
              "cell_locator": "TN.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Another entity may convert to a Tennessee LLC if the law governing the converting entity permits the conversion and is followed."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
              "cell_locator": "TN.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Tennessee LLC may convert to another entity if the destination law permits the conversion and the target complies with that law."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
              "cell_locator": "TN.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign LLC may become a Tennessee LLC through the Act's conversion procedure if its governing jurisdiction permits the conversion."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
              "cell_locator": "TN.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Tennessee LLC may become a foreign LLC through the Act's conversion procedure if the destination jurisdiction permits the conversion."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
              "cell_locator": "TN.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Any domestic entity other than a Tennessee LLC, and any foreign entity, may be an inbound source under the statutory umbrella definition."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
              "cell_locator": "TN.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Tennessee LLC may convert to any domestic entity other than a Tennessee LLC or to any foreign entity within the Act's umbrella definition."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
              "cell_locator": "TN.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "A foreign conversion must be permitted by the foreign entity's jurisdiction, and the foreign entity must comply with that law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
              "cell_locator": "TN.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The LLC Act uses conversion, not a separate domestication term, for the same-form moves its defined entity terms reach."
            }
          },
          "jurisdiction": "TN",
          "last_checked": "2026-10-03",
          "official_source_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
          "state": "Tennessee"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic entity of a different type, or a non-code organization whose own law or governing documents permit it, may convert into a Texas LLC; a nonprofit corporation or association may not convert into a for-profit entity."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Texas LLC may convert into a different type of domestic entity or a non-code organization by plan of conversion, subject to the converted entity's governing law and owner-consent limits (BOC §10.101)."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign LLC may become a Texas LLC by converting as a non-code organization under BOC §10.102, a continuance its home law may treat as a domestication, continuance or transfer, if its own law or governing documents permit it."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Texas LLC may continue as a foreign LLC by converting into a non-code organization under BOC §10.101; the conversion may not take effect if prohibited by or inconsistent with the law of the new jurisdiction."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "A Texas LLC may result from conversion of a domestic entity of another type or a non-code organization (any organization other than a domestic entity); a nonprofit corporation or association may not convert into a for-profit entity."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.llc.eligible_target_types",
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              "source_field": "eligible_target_types",
              "value": "A Texas LLC may convert into a different type of domestic entity or into a non-code organization, defined as any organization other than a domestic entity (BOC §§10.101(a), 1.002(56))."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "A conversion may not take effect if prohibited by or inconsistent with the converted entity's governing law, and a non-code organization's conversion must be permitted by its own law or governing documents (BOC §§10.101(d), 10.102(c))."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.1.htm",
              "cell_locator": "TX.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Texas uses 'conversion', defined to include a continuance another jurisdiction may treat as a domestication, continuance or transfer, and 'conversion and continuance' for non-U.S. moves (BOC §§1.002(10), 10.1025)."
            }
          },
          "jurisdiction": "TX",
          "last_checked": "2026-10-02",
          "official_source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
          "state": "Texas"
        },
        {
          "cells": {
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              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A different foreign entity type may convert into a Utah LLC if its formation jurisdiction authorizes the conversion; domestic sources use Section 902(1)."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.llc.conversion_authorization_posture.outbound",
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              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Utah LLC may convert to a different domestic entity type, or to a foreign type if the destination law authorizes the conversion."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
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              "source_field": "domestication_inbound",
              "value": "A foreign LLC may domesticate into Utah as the same entity type if its formation jurisdiction authorizes the domestication."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Utah LLC may domesticate to a foreign jurisdiction as the same entity type if that jurisdiction authorizes the domestication."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Any statutory entity type other than a LLC may be a conversion source; foreign sources also need authorization under their formation law."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Utah LLC may convert to any other statutory entity type; a foreign target also requires authorization under its formation law."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Foreign conversion and domestication involving a Utah LLC require authorization under the paired foreign jurisdiction's law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Utah uses the term 'domestication' for a same-type jurisdictional move of a LLC."
            }
          },
          "jurisdiction": "UT",
          "last_checked": "2026-10-02",
          "official_source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
          "state": "Utah"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/",
              "cell_locator": "VA.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Specified domestic corporations, business trusts, partnerships, and limited partnerships may convert into a Virginia LLC."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/",
              "cell_locator": "VA.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Virginia LLC may convert to a domestic stock corporation or domestic business trust through the Article 15 procedure."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article14/",
              "cell_locator": "VA.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign LLC may domesticate into Virginia if its current jurisdiction authorizes the move."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article14/",
              "cell_locator": "VA.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Virginia LLC not legally required to remain domestic may domesticate out if the destination jurisdiction permits it."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/",
              "cell_locator": "VA.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The LLC inbound-conversion statute names domestic stock and nonstock corporations, business trusts, partnerships, and limited partnerships."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/",
              "cell_locator": "VA.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Virginia LLC may convert into a domestic stock corporation or domestic business trust."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article14/",
              "cell_locator": "VA.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For LLC domestication, the current or destination jurisdiction must authorize the transaction."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article14/",
              "cell_locator": "VA.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The LLC Act uses domestication for same-type jurisdiction changes and entity conversion for changes of entity type."
            }
          },
          "jurisdiction": "VA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/",
          "state": "Virginia"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04142",
              "cell_locator": "VT.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A domestic organization may convert to a Vermont LLC; a foreign non-LLC may do so when its formation law authorizes the conversion and it follows the foreign-organization rules."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04142",
              "cell_locator": "VT.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Vermont LLC may convert to a different domestic organization; a foreign target is available when its governing statute authorizes the conversion and the LLC complies with it."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04152",
              "cell_locator": "VT.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A foreign LLC may domesticate into Vermont if its governing statute authorizes and does not prohibit the move and the company complies with that statute and Vermont filings."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04152",
              "cell_locator": "VT.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Vermont LLC may domesticate as a foreign LLC under the statute's stated foreign-law, plan, approval, articles-of-domestication, and certificate-surrender conditions."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04142",
              "cell_locator": "VT.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The statute's complete organization definition supplies the domestic source types; the foreign route excludes a foreign LLC and requires authorization under its formation law."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04142",
              "cell_locator": "VT.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Vermont LLC may convert to the statute's listed organization types other than an LLC, domestically or through the conditional foreign-target route."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04142",
              "cell_locator": "VT.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "For a conversion involving a foreign source or target, the relevant foreign law must authorize the conversion; domestic-only conversion routes have no paired-jurisdiction condition."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04141",
              "cell_locator": "VT.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Vermont uses “domestication” for an LLC's same-type move between jurisdictions."
            }
          },
          "jurisdiction": "VT",
          "last_checked": "2026-10-03",
          "official_source_url": "https://legislature.vermont.gov/statutes/section/11/025/04142",
          "state": "Vermont"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.436",
              "cell_locator": "WA.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "An organization other than an LLC may convert into a Washington LLC when its governing statute authorizes and permits the conversion and is followed."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.436",
              "cell_locator": "WA.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Washington LLC may convert into an organization when the other organization's governing statute authorizes and permits the conversion and is followed."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15&full=true",
              "cell_locator": "WA.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "No provision authorizing a foreign LLC to become a Washington LLC was located in the complete LLC Act; the conversion source class excludes LLCs."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.436",
              "cell_locator": "WA.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "Washington treats a domestic LLC becoming a foreign LLC as a conversion because “organization” includes domestic and foreign LLCs."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.411",
              "cell_locator": "WA.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The source class is an organization other than an LLC and includes the stated partnership, business-trust, corporation, and other statutory forms, domestic or foreign."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.411",
              "cell_locator": "WA.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Washington LLC may convert to an organization in the defined class, including a domestic or foreign LLC and the other listed forms."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.436",
              "cell_locator": "WA.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "The other organization's governing statute must authorize the conversion, its jurisdiction's law must not prohibit it, and the organization must comply with that statute."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.436",
              "cell_locator": "WA.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The LLC statute uses “conversion” for the outbound same-type jurisdiction move reached through its organization definition."
            }
          },
          "jurisdiction": "WA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.436",
          "state": "Washington"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1041",
              "cell_locator": "WI.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "A foreign or domestic entity other than a Wisconsin LLC may convert to a Wisconsin LLC when source law permits and the plan, approval, definition, and filing rules are met."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1041",
              "cell_locator": "WI.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "A Wisconsin LLC may convert to another domestic or foreign entity type when both governing laws permit and the plan, approval, and filing requirements are met."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1051",
              "cell_locator": "WI.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A non-U.S. entity may domesticate as a Wisconsin LLC while retaining its non-U.S. status when both laws permit and the statutory steps are met."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1051",
              "cell_locator": "WI.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A Wisconsin LLC may domesticate as a non-U.S. entity while remaining a Wisconsin LLC when both laws permit and the statutory steps are met."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/183.0102",
              "cell_locator": "WI.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "The inbound class is a foreign or domestic entity other than a Wisconsin LLC; “entity” means a person other than an individual."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/183.0102",
              "cell_locator": "WI.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "A Wisconsin LLC may convert to another entity type, domestic or foreign; “entity” means a person other than an individual."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1041",
              "cell_locator": "WI.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "Outbound conversion requires both governing laws to permit it; inbound conversion requires permission under the converting entity's governing law."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/statutes/statutes/183/x",
              "cell_locator": "WI.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "Chapter 183 uses “conversion” for entity-form changes and “domestication” for its dual-status non-U.S. procedure."
            }
          },
          "jurisdiction": "WI",
          "last_checked": "2026-10-03",
          "official_source_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1041",
          "state": "Wisconsin"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://code.wvlegislature.gov/31B-9-902/",
              "cell_locator": "WV.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "Partnerships and limited partnerships, including foreign forms within §31B-9-901, and domestic WV corporations may convert to a WV LLC."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://code.wvlegislature.gov/31B-9-902/",
              "cell_locator": "WV.llc.conversion_authorization_posture.outbound",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://code.wvlegislature.gov/31B-9/",
              "cell_locator": "WV.llc.domestication_inbound",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "domestication_inbound",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://code.wvlegislature.gov/31B-9/",
              "cell_locator": "WV.llc.domestication_outbound",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "domestication_outbound",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://code.wvlegislature.gov/31B-9-901/",
              "cell_locator": "WV.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Inbound source types are domestic or comparable-law foreign partnerships and LPs, plus domestic West Virginia corporations."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://code.wvlegislature.gov/31B-9/",
              "cell_locator": "WV.llc.eligible_target_types",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "eligible_target_types",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://code.wvlegislature.gov/31B-9-902/",
              "cell_locator": "WV.llc.paired_jurisdiction_authorization",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "paired_jurisdiction_authorization",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://code.wvlegislature.gov/31B-9/",
              "cell_locator": "WV.llc.redomiciliation_term_used",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "redomiciliation_term_used",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            }
          },
          "jurisdiction": "WV",
          "last_checked": "2026-10-03",
          "official_source_url": "https://code.wvlegislature.gov/31B-9-902/",
          "state": "West Virginia"
        },
        {
          "cells": {
            "conversion_authorization_posture.inbound": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.llc.conversion_authorization_posture.inbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.inbound",
              "value": "An organization other than an LLC may convert to a WY LLC under ch. 26 and its governing statutes (W.S. 17-29-1006); a foreign entity may convert only if its organizational documents authorize it."
            },
            "conversion_authorization_posture.outbound": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.llc.conversion_authorization_posture.outbound",
              "publish_status": "publish_ready",
              "source_field": "conversion_authorization_posture.outbound",
              "value": "Under W.S. 17-26-101 any entity, including a WY LLC, may convert to any other domestic or foreign entity; W.S. 17-29-1014 requires consent of members who would gain personal liability."
            },
            "domestication_inbound": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.llc.domestication_inbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_inbound",
              "value": "A U.S.-state LLC (not an insurer or financial institution) may domesticate via articles of domestication (W.S. 17-29-1012); a foreign organization may continue as a WY LLC if its jurisdiction acknowledges domicile ended."
            },
            "domestication_outbound": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.llc.domestication_outbound",
              "publish_status": "publish_ready",
              "source_field": "domestication_outbound",
              "value": "A WY LLC may transfer to another jurisdiction if the members adopt a transfer resolution and that jurisdiction's laws authorize it, by applying for a certificate of transfer (W.S. 17-29-1011)."
            },
            "eligible_source_types": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.llc.eligible_source_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_source_types",
              "value": "Any \"organization\" other than an LLC may convert into a WY LLC (W.S. 17-29-1006); the term covers partnerships, LPs, business and statutory trusts, corporations and others with a governing statute, domestic or foreign."
            },
            "eligible_target_types": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.llc.eligible_target_types",
              "publish_status": "publish_ready",
              "source_field": "eligible_target_types",
              "value": "Under W.S. 17-26-101 a domestic entity may convert to any other entity authorized under Title 17 (or a functional equivalent under another state's law) or to any form of foreign entity recognized there."
            },
            "paired_jurisdiction_authorization": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.llc.paired_jurisdiction_authorization",
              "publish_status": "publish_ready",
              "source_field": "paired_jurisdiction_authorization",
              "value": "A transfer out requires authorization by the other jurisdiction's laws (W.S. 17-29-1011(a)); continuance in requires the foreign jurisdiction to acknowledge that domicile there has terminated (W.S. 17-29-1010(a))."
            },
            "redomiciliation_term_used": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.llc.redomiciliation_term_used",
              "publish_status": "publish_ready",
              "source_field": "redomiciliation_term_used",
              "value": "The WY LLC Act uses \"continuance\", \"transfer\" and \"domestication\" (art. 10 heading) and refers to \"transfer of domicile\" (W.S. 17-29-1011(g))."
            }
          },
          "jurisdiction": "WY",
          "last_checked": "2026-10-02",
          "official_source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
          "state": "Wyoming"
        }
      ],
      "scope_label": "51 US jurisdictions (50 states plus DC)"
    },
    "llc-procedure-continuity-and-filing": {
      "field_definitions": {
        "approvals": "What the captured act states about approval of the plan or transaction.",
        "continuity_language": "What the captured act states about continuity of the entity, property, liabilities or proceedings.",
        "fee_locator": "Where the captured materials locate the filing fee; this table does not restate fee amounts.",
        "instrument": "Which articles, certificate, statement or other filing instrument the captured act identifies.",
        "tax_clearance": "Whether the captured act text states a tax-clearance, tax-payment or good-standing condition."
      },
      "last_updated": "2026-10-03",
      "matrix_id": "pp-conversion-domestication:llc-procedure-continuity-and-filing",
      "rows": [
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Alaska's hierarchy uses the operating agreement first, then the LLC merger rule (all members unless the agreement provides otherwise), with separate recorded consent for new owner liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion and domestication continue the same entity without interruption; property and liabilities continue, and the continued name may replace the prior name in pending proceedings."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.akleg.gov/basis/aac.asp?media=print&secStart=3.16&secEnd=3.16",
              "cell_locator": "AK.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locator for statements of conversion and domestication is 3 AAC 16.140(5) and (7)."
            },
            "instrument": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The filing instrument is a statement of conversion or domestication; a compliant signed plan may be filed instead and has the same effect."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
              "cell_locator": "AK.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition was stated in the complete Alaska conversion and domestication provisions searched."
            }
          },
          "jurisdiction": "AK",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.akleg.gov/basis/statutes.asp?media=print&secStart=10.55&secEnd=10.55",
          "state": "Alaska"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-5A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "All members or partners must consent, and any person acquiring personal liability must consent to the plan."
            },
            "continuity_language": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-5A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The conversion-effects subsection preserves property, obligations, proceedings, powers, and organizational continuity."
            },
            "fee_locator": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-1-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The conversion filing-fee locator is Ala. Code § 10A-1-4.31(a)(1)(g)."
            },
            "instrument": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-5A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The statute requires a statement of conversion and, when the converted organization is the in-state entity type, a certificate of formation."
            },
            "tax_clearance": {
              "cell_citation_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-5A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
              "cell_locator": "AL.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete limited liability company conversion article states no tax-clearance, tax-payment, or good-standing condition."
            }
          },
          "jurisdiction": "AL",
          "last_checked": "2026-10-02",
          "official_source_url": "https://alison.legislature.state.al.us/graphql?query=query%7BcodesOfAlabama%28where%3A%7BdisplayId%3A%7Blike%3A%2210A-5A-%25%22%7D%7D%29%7Bdata%7Bid%20displayId%20title%20effectiveDate%20supersessionDate%20content%20history%7D%20count%7D%7D",
          "state": "Alabama"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
              "cell_locator": "AR.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "LLC conversion and domestication plans require the member approvals and recorded consents stated in the Act."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
              "cell_locator": "AR.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion and domestication continue the same entity, property, liabilities, rights, and pending proceedings without interruption."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.sos.arkansas.gov/business-commercial-services-bcs/forms-fees/llc",
              "cell_locator": "AR.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The Secretary of State LLC forms table provides filing-fee locators for conversion and transfer of domicile."
            },
            "instrument": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
              "cell_locator": "AR.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The Act uses plans and filed statements of conversion or domestication."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
              "cell_locator": "AR.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance or good-standing condition is stated in the mapped LLC transaction provisions."
            }
          },
          "jurisdiction": "AR",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.arkleg.state.ar.us/Home/FTPDocument?path=%2FACTS%2F2021R%2FPublic%2FACT1041.pdf",
          "state": "Arkansas"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/04004.htm",
              "cell_locator": "AZ.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A domestic Arizona LLC's plan requires approval by all members entitled to vote on or consent to any matter; Chapter 6 separately addresses post-transaction owner liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02406.htm",
              "cell_locator": "AZ.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion or domestication continues the Arizona limited liability company without interruption and carries forward its property, obligations, rights and organizational documents."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/03213.htm",
              "cell_locator": "AZ.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locator for an Arizona limited liability company's conversion or domestication statement is A.R.S. § 29-3213(A)(6) (amount not reproduced here)."
            },
            "instrument": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02405.htm",
              "cell_locator": "AZ.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Arizona uses plans and statements of conversion and domestication for a limited liability company; the applicable statement is delivered to the proper filing authority."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.azleg.gov/ars/29/02401.htm",
              "cell_locator": "AZ.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment or good-standing condition was located in Arizona's complete conversion and domestication articles for a limited liability company."
            }
          },
          "jurisdiction": "AZ",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.azleg.gov/ars/29/02406.htm",
          "state": "Arizona"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
              "cell_locator": "CA.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "All managers and a majority of members of each class (no managers: a majority of each class) unless the operating agreement requires more; all members if members would become personally liable (§ 17710.03(b))."
            },
            "continuity_language": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
              "cell_locator": "CA.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Same entity for all purposes except Rev. & Tax. Code Parts 10, 10.2 and 11; property vests, debts and liens continue, pending actions continue, and member-liability rules apply (§ 17710.09)."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.sos.ca.gov/business-programs/business-entities/conversion-information",
              "cell_locator": "CA.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Conversion filing fees are stated on the Secretary of State's Conversion Information page (Forms LLC-1A, CONV-1A); Gov. Code § 12184 sets the fee for conversions under Corp. Code ch. 11.5."
            },
            "instrument": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
              "cell_locator": "CA.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A plan of conversion; a statement of conversion on the converted entity's formation filing, or a certificate of conversion (SOS form) for a foreign result; inbound, articles of organization containing a statement of conversion."
            },
            "tax_clearance": {
              "cell_citation_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
              "cell_locator": "CA.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The LLC Act's conversion sections (§§ 17710.01-17710.09) state no tax-clearance, good-standing or tax-payment condition for a conversion."
            }
          },
          "jurisdiction": "CA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=CORP&division=&title=2.6.&part=&chapter=&article=10.",
          "state": "California"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Approval follows the constituent documents; absent a specified rule, the statute escalates through merger and amendment standards to approval by all owners."
            },
            "continuity_language": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The resulting entity is the same continuing entity; pre-conversion obligations and personal liabilities are unaffected, and no winding up or dissolution is required by the conversion."
            },
            "fee_locator": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Colorado locates Secretary of State filing fees in C.R.S. § 24-21-104 through the Title 7 definition of “fee”; no amount is stated in this row."
            },
            "instrument": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Depending on whether the resulting entity has a Colorado constituent filing, the instrument is a statement of conversion or a combined statement and constituent document."
            },
            "tax_clearance": {
              "cell_citation_url": "https://olls.info/crs/crs2026-title-07.pdf",
              "cell_locator": "CO.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, good-standing, or delinquency condition is stated in Colorado's complete entity-conversion provisions."
            }
          },
          "jurisdiction": "CO",
          "last_checked": "2026-10-02",
          "official_source_url": "https://olls.info/crs/crs2026-title-07.pdf",
          "state": "Colorado"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The entity's organic rules govern approval; merger rules or unanimous interest-holder approval apply as statutory fallbacks, with added consent for new interest-holder liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "On conversion or domestication, the same entity continues without interruption; property stays vested, liabilities continue, and pending proceedings continue under the new name."
            },
            "fee_locator": {
              "cell_citation_url": "https://business.ct.gov/knowledge-base/articles/entity-transactions-forms-and-fees",
              "cell_locator": "CT.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee source is the Connecticut Secretary of the State's Entity Transactions XXI table. No fee amount is stated here."
            },
            "instrument": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The filing instruments are a certificate of conversion and a certificate of domestication, each filed with the Secretary of the State (§§34-635(a), 34-645(a))."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
              "cell_locator": "CT.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, good-standing, or tax-payment condition is stated in Connecticut chapter 616 after a complete full-text search."
            }
          },
          "jurisdiction": "CT",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.cga.ct.gov/current/pub/chap_616.htm",
          "state": "Connecticut"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A conversion follows the entity's organic conversion rules, then merger rules, then the statutory unanimous fallback, with separate consent for new holder liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "On conversion, the same entity continues without interruption; property, liabilities, powers, and pending proceedings continue as stated."
            },
            "fee_locator": {
              "cell_citation_url": "https://dlcp.dc.gov/node/1620006",
              "cell_locator": "DC.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "DLCP's all-entities fee schedule locates the filing fee under “Statement of conversion.”"
            },
            "instrument": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The converting entity files a statement of conversion; a qualifying signed plan of conversion may be filed instead."
            },
            "tax_clearance": {
              "cell_citation_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
              "cell_locator": "DC.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, good-standing, or tax-payment precondition is stated in the captured conversion and applicable domestication provisions."
            }
          },
          "jurisdiction": "DC",
          "last_checked": "2026-10-02",
          "official_source_url": "https://code.dccouncil.gov/us/dc/council/code/titles/29/chapters/2/index.full.html",
          "state": "District of Columbia"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
              "cell_locator": "DE.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Conversion is approved as the LLC agreement specifies, else as it specifies for mergers, else by members owning over 50% of profits interests (§ 18-216(b)); an inbound converting entity approves under its own documents or law (§ 18-214(h))."
            },
            "continuity_language": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
              "cell_locator": "DE.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "After a domestic LLC converts, it is the same entity and its existence continues, property and debts stay vested and attached, prior liabilities are unaffected, and unless otherwise agreed no winding up is required (§ 18-216(c), (g), (h))."
            },
            "fee_locator": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c018/sc11/index.html",
              "cell_locator": "DE.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Filing fees for LLC domestication, transfer and conversion certificates and the accompanying certificate of formation are set in 6 Del. C. § 18-1105(a)(3); optional expedited-service charges are in § 18-1105(b)."
            },
            "instrument": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
              "cell_locator": "DE.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Inbound: certificate of conversion to limited liability company or certificate of LLC domestication, each filed with a certificate of formation; outbound: certificate of conversion to non-Delaware entity or certificate of transfer."
            },
            "tax_clearance": {
              "cell_citation_url": "https://delcode.delaware.gov/title6/c018/sc11/index.html",
              "cell_locator": "DE.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The full current-year annual tax is due before filing an LLC Act certificate ending the LLC's Delaware existence; with narrow exceptions no certificate is accepted while an annual tax is unpaid (§ 18-1107(c), (k))."
            }
          },
          "jurisdiction": "DE",
          "last_checked": "2026-10-02",
          "official_source_url": "https://delcode.delaware.gov/title6/c018/sc02/index.html",
          "state": "Delaware"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
              "cell_locator": "FL.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A converting LLC's plan needs approval by a majority-in-interest of members entitled to vote, plus record approval of members who take on interest holder liability; other entities approve under their own law (ss. 605.1043, 605.1053)."
            },
            "continuity_language": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
              "cell_locator": "FL.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "On conversion into, or domestication as, a Florida LLC it is the same entity without interruption; property stays vested, liabilities continue, its name may be substituted in pending proceedings; no dissolution (ss. 605.1046, 605.1056)."
            },
            "fee_locator": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
              "cell_locator": "FL.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The LLC conversion filing fee is set in s. 605.0213(10) and listed on the Division of Corporations fee schedule; no fee line names articles of domestication (s. 605.0213(11) covers any other LLC document)."
            },
            "instrument": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
              "cell_locator": "FL.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Conversion: plan of conversion, then articles of conversion delivered to the Department of State; domestication: plan of domestication and articles of domestication with a certificate of status, if any (ss. 605.1045, 605.1055)."
            },
            "tax_clearance": {
              "cell_citation_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
              "cell_locator": "FL.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "Conversions require the entity to be active and current in its annual reports through Dec. 31 of the filing year; articles of domestication need a home-jurisdiction certificate of status, if any (ss. 605.0212(9)-(10), 605.1055(3))."
            }
          },
          "jurisdiction": "FL",
          "last_checked": "2026-10-02",
          "official_source_url": "http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0605/0605.html",
          "state": "Florida"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The outbound conversion plan for a Georgia limited liability company requires the approval stated in O.C.G.A. § 14-11-906."
            },
            "continuity_language": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The inbound provision continues the same entity, vests its property and rights without further act, and preserves liabilities, creditor rights, liens, claims, and proceedings."
            },
            "fee_locator": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2007-bv-p1-bbk-p1",
              "cell_locator": "GA.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The statutory filing-fee schedule contains a certificate-of-conversion line for a Georgia limited liability company."
            },
            "instrument": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The conversion provisions require the stated conversion plan and Secretary of State filing instruments for a Georgia limited liability company transaction."
            },
            "tax_clearance": {
              "cell_citation_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
              "cell_locator": "GA.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in the captured conversion provisions for a Georgia limited liability company."
            }
          },
          "jurisdiction": "GA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://dlg.usg.edu/record/dlg_ggpd_y-ga-bl407-b2006-bv-p1-bbk-p1",
          "state": "Georgia"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0904.htm",
              "cell_locator": "HI.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Unless the operating agreement provides otherwise, approval requires at least a majority ownership interest; if it is silent, all members must approve."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0903.htm",
              "cell_locator": "HI.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "On conversion, the entity continues without interruption; property, liabilities, creditor rights, and pending proceedings continue under HRS § 428-903."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-1301.htm",
              "cell_locator": "HI.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee authority for LLC articles of conversion is HRS § 428-1301(a)(4)."
            },
            "instrument": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0902_0006.htm",
              "cell_locator": "HI.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The transaction uses a plan of conversion and filed articles of conversion; the director issues a certificate of conversion after statutory requirements and fees are satisfied."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0902_0005.htm",
              "cell_locator": "HI.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The Hawaii LLC conversion provisions state no tax-clearance, tax-payment, or good-standing condition."
            }
          },
          "jurisdiction": "HI",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.capitol.hawaii.gov/hrscurrent/Vol08_Ch0401-0429/HRS0428/HRS_0428-0903.htm",
          "state": "Hawaii"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
              "cell_locator": "IA.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "All voting members must approve an LLC conversion or domestication, with separate recorded consent from a member assuming post-transaction liability unless the statutory exceptions apply."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
              "cell_locator": "IA.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "After conversion or domestication, the entity continues without interruption; property, debts, rights and pending proceedings remain with the converted or domesticated entity."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
              "cell_locator": "IA.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locator for an LLC statement of domestication or conversion is Iowa Code §489.122(1)(m)-(n)."
            },
            "instrument": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
              "cell_locator": "IA.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Chapter 489 requires a plan and a Secretary of State filing called a statement of conversion or statement of domestication."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
              "cell_locator": "IA.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "Chapter 489 states no tax-clearance, tax-payment or good-standing condition for LLC conversion or domestication."
            }
          },
          "jurisdiction": "IA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.legis.iowa.gov/docs/code/2026/489.html",
          "state": "Iowa"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The LLC's organic rules or merger-approval rules govern conversion and domestication approval, with specified unanimous-consent fallbacks."
            },
            "continuity_language": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion and domestication preserve the same entity without interruption, vested property, liabilities, rights, and pending proceedings."
            },
            "fee_locator": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH21.pdf",
              "cell_locator": "ID.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locator is Idaho Code § 30-21-214(b)(5)-(6)."
            },
            "instrument": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A plan is approved and a statement is filed for conversion or domestication; a signed plan meeting the statement requirements may be filed instead."
            },
            "tax_clearance": {
              "cell_citation_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
              "cell_locator": "ID.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, good-standing, or tax-payment condition is stated in the captured conversion and domestication provisions."
            }
          },
          "jurisdiction": "ID",
          "last_checked": "2026-10-02",
          "official_source_url": "https://legislature.idaho.gov/wp-content/uploads/statutesrules/idstat/Title30/T30CH22.pdf",
          "state": "Idaho"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Approval follows the operating agreement; absent a provision, the merger rule applies (consent of all members); members who gain personal liability must consent in a record (805 ILCS 415/203, 303; 805 ILCS 180/15-1(d)(9))."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted or domesticated entity is the same entity without interruption; property stays vested, liabilities continue, its name may be substituted in pending actions, and no dissolution occurs (805 ILCS 415/206, 306)."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Filing fees for a statement of conversion and a statement of domestication are set in 805 ILCS 415/401(b); expedited-service fees for both are set in 805 ILCS 415/407(a)."
            },
            "instrument": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A plan of conversion or domestication is approved, then a statement of conversion or statement of domestication is signed and filed with the Secretary of State on its prescribed form (805 ILCS 415/202, 205, 302, 305, 404)."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
              "cell_locator": "IL.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, good-standing or tax-payment condition is stated in the Entity Omnibus Act's conversion and domestication provisions or in 805 ILCS 180/37-10(a)."
            }
          },
          "jurisdiction": "IL",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.ilga.gov/legislation/ILCS/details?MajorTopic=&Chapter=&ActName=Entity%20Omnibus%20Act.&ActID=3831&ChapterID=65&SeqStart=&&ChapAct=FullText",
          "state": "Illinois"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "An Indiana LLC approves under its organic rules, specified merger-approval rules, or the statutory fallback; written consent is required from holders assuming post-transaction liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "On conversion or domestication, the same entity continues without interruption; property remains vested, liabilities continue, and pending proceedings continue under IC 23-0.6-4-6(a) and -5-6(a)."
            },
            "fee_locator": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Filing-fee locations: IC 23-0.5-9-49 for articles of conversion and IC 23-0.5-9-51 for articles of domestication."
            },
            "instrument": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Indiana requires signed articles of conversion or articles of domestication to be delivered to the secretary of state for filing (IC 23-0.6-4-5(a); IC 23-0.6-5-5(a))."
            },
            "tax_clearance": {
              "cell_citation_url": "https://iga.in.gov/ic/2026/Title_23.html",
              "cell_locator": "IN.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, good-standing, or revenue-department condition is stated in the complete IC 23-0.6-4 conversion or IC 23-0.6-5 domestication chapter bodies."
            }
          },
          "jurisdiction": "IN",
          "last_checked": "2026-10-02",
          "official_source_url": "https://iga.in.gov/ic/2026/Title_23.html",
          "state": "Indiana"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0403.html",
              "cell_locator": "KS.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Approval follows the entity's organic rules, then its merger-approval rule, and otherwise requires all voting interest holders; liability-bearing holders may also need written approval."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0406.html",
              "cell_locator": "KS.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted entity continues without interruption; property, liabilities, rights, and pending proceedings continue under K.S.A. 17-78-406(a)."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0405.html",
              "cell_locator": "KS.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The complete Kansas conversion and domestication provisions require certificate filing but state no filing-fee locator."
            },
            "instrument": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0405.html",
              "cell_locator": "KS.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The entity approves an agreement of conversion and files a certificate of conversion with the Secretary of State."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0401.html",
              "cell_locator": "KS.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete Kansas conversion and domestication provisions state no tax-clearance, tax-payment, or good-standing condition."
            }
          },
          "jurisdiction": "KS",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0406.html",
          "state": "Kansas"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=40453",
              "cell_locator": "KY.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "LLC conversion to an LP, LLP, or statutory trust requires approval by all members notwithstanding the operating agreement."
            },
            "continuity_language": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13906",
              "cell_locator": "KY.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Captured LLC conversion routes preserve the same entity, property, obligations, and pending proceedings under the applicable effects section."
            },
            "fee_locator": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=36703",
              "cell_locator": "KY.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The statutory filing-fee locator for LLC articles of organization and other Chapter 275 documents is KRS 275.055(1) and (9)."
            },
            "instrument": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13904",
              "cell_locator": "KY.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Route-specific instruments are articles of organization, a certificate of limited partnership, a statement of qualification, or a certificate of trust."
            },
            "tax_clearance": {
              "cell_citation_url": "https://apps.legislature.ky.gov/law/statutes/chapter.aspx?id=38578",
              "cell_locator": "KY.llc.tax_clearance",
              "note": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge.",
              "publish_status": "typed_unknown",
              "source_field": "tax_clearance",
              "value": "unknown",
              "visible_subline": "The checked source text does not state the row-specific detail needed for this value. Each row's own reason is the line under its Unknown badge."
            }
          },
          "jurisdiction": "KY",
          "last_checked": "2026-10-03",
          "official_source_url": "https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13906",
          "state": "Kentucky"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=76269",
              "cell_locator": "LA.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Different-type conversion uses the LLC merger-approval rule, ordinarily a majority member vote; state-of-organization conversion also requires a majority or any larger governing-document vote."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558",
              "cell_locator": "LA.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "LLC state conversion continues the company without interruption and preserves its property, obligations, liabilities, and pending proceedings; entity conversion has parallel effects."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=103670",
              "cell_locator": "LA.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locator for a domestic Louisiana LLC conversion is La. R.S. 49:222(B)(1)(c); the amount is not reproduced here."
            },
            "instrument": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=920375",
              "cell_locator": "LA.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Louisiana uses a plan and articles for different-type LLC conversion and a written request for conversion of state of organization for an LLC's same-type move."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.legis.la.gov/legis/Law.aspx?d=409519",
              "cell_locator": "LA.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "A short-period tax return is required for an LLC entity conversion if the surviving entity's tax classification differs from the converting entity's classification."
            }
          },
          "jurisdiction": "LA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.legis.la.gov/legis/Law.aspx?d=814558",
          "state": "Louisiana"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
              "cell_locator": "MA.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Inbound approval follows the source entity's merger rule or all-assets-sale fallback; LLC-to-corporation approval follows the LLC's organic conversion or merger law and statutory fallbacks."
            },
            "continuity_language": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
              "cell_locator": "MA.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "For inbound conversion, prior obligations and property continue in the LLC; for LLC-to-corporation conversion, the surviving entity is the same entity without interruption."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.sec.state.ma.us/divisions/corporations/general-information/corporations-filing-fees.htm",
              "cell_locator": "MA.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The official Corporations Division fee schedule lists conversion and charter-surrender filing fees; the amount is not included."
            },
            "instrument": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
              "cell_locator": "MA.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Inbound conversion files a certificate of conversion and certificate of organization; LLC-to-corporation conversion files articles of entity conversion."
            },
            "tax_clearance": {
              "cell_citation_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
              "cell_locator": "MA.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete conversion and domestication provisions reaching this entity type state no tax-clearance, tax-payment, or tax-good-standing condition."
            }
          },
          "jurisdiction": "MA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section69",
          "state": "Massachusetts"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1102&enactments=false",
              "cell_locator": "MD.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Unless otherwise agreed, outbound approval uses the vote required by § 4A-403(d)(1); inbound approval follows the source entity's governing document and organizing law."
            },
            "continuity_language": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1104&enactments=false",
              "cell_locator": "MD.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted entity continues as the same entity; assets vest, obligations and liens continue, and pending proceedings may continue or substitute the resulting entity."
            },
            "fee_locator": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=1-203&enactments=false",
              "cell_locator": "MD.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Maryland locates the nonrefundable processing fee for articles of conversion in § 1-203(b)(1); this row states no amount."
            },
            "instrument": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1103&enactments=false",
              "cell_locator": "MD.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Articles of conversion must be filed for record with the Maryland Department of Assessments and Taxation."
            },
            "tax_clearance": {
              "cell_citation_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1101&enactments=false",
              "cell_locator": "MD.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, good-standing, or delinquency condition is stated in Maryland's complete LLC conversion subtitle."
            }
          },
          "jurisdiction": "MD",
          "last_checked": "2026-10-02",
          "official_source_url": "https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=gca&section=4A-1104&enactments=false",
          "state": "Maryland"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
              "cell_locator": "ME.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "All LLC members must consent to the conversion plan, and a member who would acquire personal liability must give written consent."
            },
            "continuity_language": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
              "cell_locator": "ME.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted organization remains the same entity; property, liabilities, rights, and pending proceedings continue without a transfer or dissolution."
            },
            "fee_locator": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
              "cell_locator": "ME.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The Maine LLC Act locates statement-of-conversion filing fees in §1680(23), organized by destination entity type."
            },
            "instrument": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
              "cell_locator": "ME.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The conversion uses a plan and a filed statement of conversion; an inbound conversion also files a certificate of formation."
            },
            "tax_clearance": {
              "cell_citation_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
              "cell_locator": "ME.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in the mapped Maine LLC transaction provisions."
            }
          },
          "jurisdiction": "ME",
          "last_checked": "2026-10-02",
          "official_source_url": "https://legislature.maine.gov/statutes/31/title31ch21.pdf",
          "state": "Maine"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4708",
              "cell_locator": "MI.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Members approve an outbound plan unanimously unless the articles or operating agreement provide otherwise; the statute states a separate organizer exception."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4708",
              "cell_locator": "MI.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The conversion effects preserve the entity, original organization date, property, liabilities, proceedings, and ownership conversion without requiring dissolution."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
              "cell_locator": "MI.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The LLC certificate-of-conversion filing fee is located at MCL 450.5101(1)(l)."
            },
            "instrument": {
              "cell_citation_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4708",
              "cell_locator": "MI.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The outbound procedure uses a plan of conversion and requires applicable formation documents and a certificate of conversion."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.legislature.mi.gov/documents/mcl/pdf/mcl-Act-23-of-1993.pdf",
              "cell_locator": "MI.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The LLC conversion sections state no tax-clearance, tax-payment, or good-standing precondition."
            }
          },
          "jurisdiction": "MI",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4708",
          "state": "Michigan"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
              "cell_locator": "MN.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The Minnesota limited liability company's conversion approval rule is stated in the entity act, with an additional consent protection when the transaction creates personal liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
              "cell_locator": "MN.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion preserves the same entity, vested property, debts and liabilities, pending proceedings, rights and powers, and avoids statutory dissolution of the Minnesota limited liability company."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
              "cell_locator": "MN.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The Minnesota Revisor text identifies the statutory fee provision applicable to the limited liability company conversion filing."
            },
            "instrument": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
              "cell_locator": "MN.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The Minnesota limited liability company provisions require the stated plans, articles, and target formation document for conversion or a home-jurisdiction move."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
              "cell_locator": "MN.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in the complete conversion and home-jurisdiction provisions for a Minnesota limited liability company."
            }
          },
          "jurisdiction": "MN",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.revisor.mn.gov/statutes/cite/322C/pdf",
          "state": "Minnesota"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Conversion into a corporation follows the converting entity's governing writing or law; conversion from a corporation follows the corporation approval rule."
            },
            "continuity_language": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion preserves pre-conversion obligations and continuity, vested property, creditor rights, liabilities, and the same entity in the converted form."
            },
            "fee_locator": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.658",
              "cell_locator": "MO.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The certificate-of-conversion filing-fee locator is Mo. Rev. Stat. § 351.658(15)-(16)."
            },
            "instrument": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Conversion into a corporation requires a certificate of conversion and articles of incorporation; conversion from a corporation requires a certificate of conversion."
            },
            "tax_clearance": {
              "cell_citation_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
              "cell_locator": "MO.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete conversion provisions state no tax-clearance, good-standing, or tax-payment condition; § 351.409(4) separately requires prescribed filing fees."
            }
          },
          "jurisdiction": "MO",
          "last_checked": "2026-10-03",
          "official_source_url": "https://revisor.mo.gov/main/OneSection.aspx?section=351.408",
          "state": "Missouri"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Approval follows the entity's organic rules, then its merger rules. If neither supplies a rule for a noncorporate entity, all voting interest holders approve; added owner liability requires consent."
            },
            "continuity_language": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "For domestication, the entity remains the same entity without interruption; property, liabilities, rights, and pending proceedings continue."
            },
            "fee_locator": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
              "cell_locator": "MS.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee authority is Miss. Code Ann. § 79-37-112(c)(5) and (7)."
            },
            "instrument": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
              "cell_locator": "MS.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The filing instruments are a statement of conversion and a statement of domestication, each delivered to the Secretary of State for filing."
            },
            "tax_clearance": {
              "cell_citation_url": "https://billstatus.ls.state.ms.us/documents/2017/html/SB/2300-2399/SB2327SG.htm",
              "cell_locator": "MS.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "For an inbound domestication, a certificate of good standing or existence from the formation jurisdiction must be issued less than 180 days before filing."
            }
          },
          "jurisdiction": "MS",
          "last_checked": "2026-10-03",
          "official_source_url": "https://billstatus.ls.state.ms.us/documents/2014/html/SB/2300-2399/SB2322SG.htm",
          "state": "Mississippi"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0100/0350-0080-0120-0100.html",
              "cell_locator": "MT.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Inbound conversion requires the partnership-agreement vote; outbound conversion requires all members or the operating-agreement percentage; domestication uses the part 14 approval ladder."
            },
            "continuity_language": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0110/0350-0080-0120-0110.html",
              "cell_locator": "MT.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion or domestication continues the same entity; property, obligations, and pending proceedings carry through under the applicable effects section."
            },
            "fee_locator": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0100/0350-0080-0120-0100.html",
              "cell_locator": "MT.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The conversion sections require all filing fees and tie the filing to the converted entity's formation or registration document; the official SOS schedule supplies the destination filing row."
            },
            "instrument": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0100/0350-0080-0120-0100.html",
              "cell_locator": "MT.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Montana uses an agreement and articles of organization for inbound LLC conversion, a plan and articles of conversion for outbound conversion, and a plan and articles of domestication for jurisdiction changes."
            },
            "tax_clearance": {
              "cell_citation_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0050/0350-0080-0120-0050.html",
              "cell_locator": "MT.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, good-standing, or revenue-department condition is stated in the complete captured LLC conversion and domestication sections."
            }
          },
          "jurisdiction": "MT",
          "last_checked": "2026-10-02",
          "official_source_url": "https://mca.legmt.gov/bills/mca/title_0350/chapter_0080/part_0120/section_0110/0350-0080-0120-0110.html",
          "state": "Montana"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
              "cell_locator": "NC.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "All members must approve an LLC conversion plan, and any owner acquiring personal liability must also approve it."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
              "cell_locator": "NC.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converting entity continues in the resulting form; property, liabilities, and pending proceedings continue without dissolution or termination."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
              "cell_locator": "NC.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The North Carolina LLC statute locates the standalone articles-of-conversion filing fee at N.C.G.S. §57D-1-22(a)(13)."
            },
            "instrument": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
              "cell_locator": "NC.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The LLC conversion uses a written plan and filed conversion articles or formation document, as the direction requires."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
              "cell_locator": "NC.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in the mapped North Carolina LLC conversion provisions."
            }
          },
          "jurisdiction": "NC",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.ncleg.gov/EnactedLegislation/Statutes/HTML/ByChapter/Chapter_57D.html",
          "state": "North Carolina"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
              "cell_locator": "ND.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A conversion plan requires board and member action; a domestic LLC's domestication plan requires all members, while a foreign LLC follows its governing statute."
            },
            "continuity_language": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
              "cell_locator": "ND.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted organization is the same entity; property remains vested, obligations continue, and pending actions may continue as if conversion had not occurred."
            },
            "fee_locator": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
              "cell_locator": "ND.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "North Dakota locates the limited liability company conversion filing fee in N.D.C.C. § 10-32.1-92(6), (8); this row states no amount."
            },
            "instrument": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
              "cell_locator": "ND.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Articles of conversion must be filed with the secretary of state; an LLC domestication additionally uses articles of domestication."
            },
            "tax_clearance": {
              "cell_citation_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
              "cell_locator": "ND.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, good-standing, or delinquency condition is stated in the complete North Dakota limited liability company conversion provisions."
            }
          },
          "jurisdiction": "ND",
          "last_checked": "2026-10-02",
          "official_source_url": "https://ndlegis.gov/cencode/t10c32-1.pdf",
          "state": "North Dakota"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-176",
              "cell_locator": "NE.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "All members must consent to an LLC conversion plan; domestication and personal-liability approvals are governed by separate consent rules."
            },
            "continuity_language": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-178",
              "cell_locator": "NE.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "A converted organization is the same entity for all purposes; Nebraska separately preserves the domesticating company through domestication."
            },
            "fee_locator": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-192",
              "cell_locator": "NE.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The fee locator is the Nebraska LLC Act's general filing-fee provision in §21-192(1)."
            },
            "instrument": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-177",
              "cell_locator": "NE.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Conversion uses a plan and articles of conversion or an inbound certificate of organization; domestication uses a plan and articles of domestication."
            },
            "tax_clearance": {
              "cell_citation_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-175",
              "cell_locator": "NE.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition appears in the complete LLC conversion and domestication transaction band."
            }
          },
          "jurisdiction": "NE",
          "last_checked": "2026-10-03",
          "official_source_url": "https://nebraskalegislature.gov/laws/statutes.php?statute=21-178",
          "state": "Nebraska"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
              "cell_locator": "NH.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Outbound LLC conversion approval follows the operating agreement, its merger rule, or otherwise a majority vote of each member class or group."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
              "cell_locator": "NH.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "For conversion into an LLC, rights, property, title, liabilities, proceedings, creditor rights, liens, and converted ownership interests continue as stated."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
              "cell_locator": "NH.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The statutory-conversion certificate filing-fee locator is RSA 304-C:191, II(d)."
            },
            "instrument": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
              "cell_locator": "NH.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "An inbound converting entity approves a plan and files a certificate of statutory conversion and certificate of formation."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
              "cell_locator": "NH.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete LLC conversion and domestication provisions state no tax-clearance, tax-payment, or good-standing condition."
            }
          },
          "jurisdiction": "NH",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.gencourt.state.nh.us/rsa/html/XXVIII/304-C/304-C-mrg.htm",
          "state": "New Hampshire"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-79%20conversion%5D42%3A2C-79%20conversion&xhitlist_vq=42%3A2C-79%20conversion",
              "cell_locator": "NJ.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "All members must consent to an LLC conversion or domestic LLC domestication; a liability-imposing plan also requires the affected member's consent unless the statutory exception applies."
            },
            "continuity_language": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-81%20conversion%5D42%3A2C-81%20conversion&xhitlist_vq=42%3A2C-81%20conversion",
              "cell_locator": "NJ.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "A converted or domesticated LLC remains the same entity; property, liabilities, proceedings, rights, and powers continue under the statutory effects rules."
            },
            "fee_locator": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-93%20Fees.%5D42%3A2C-93%20Fees.&xhitlist_vq=42%3A2C-93%20Fees.",
              "cell_locator": "NJ.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The LLC act locates the conversion filing fee at N.J.S.A. 42:2C-93(a)(5) and the residual act-document fee at paragraph (a)(14)."
            },
            "instrument": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-80%20conversion%5D42%3A2C-80%20conversion&xhitlist_vq=42%3A2C-80%20conversion",
              "cell_locator": "NJ.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The route determines the filing: articles of conversion, a certificate of formation, articles of domestication, and for outward domestication a surrender statement."
            },
            "tax_clearance": {
              "cell_citation_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-78%20conversion%5D42%3A2C-78%20conversion&xhitlist_vq=42%3A2C-78%20conversion",
              "cell_locator": "NJ.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in the complete current LLC conversion and domestication scope."
            }
          },
          "jurisdiction": "NJ",
          "last_checked": "2026-10-03",
          "official_source_url": "https://lis.njleg.state.nj.us/nxt/gateway.dll?f=xhitlist&vid=Publish%3A10.1048%2FEnu&xhitlist_d=&xhitlist_hc=%5BXML%5D%5BKwic%2C10000%5D&xhitlist_mh=99999&xhitlist_s=relevance-weight&xhitlist_sel=title%3Bpath%3Brelevance-weight%3Bcontent-type%3Bhome-title%3Bitem-bookmark%3Btitle-path%3Bhit-context&xhitlist_vpc=first&xhitlist_vps=50&xhitlist_x=advanced&xhitlist_xsl=xhitlist.xsl&xhitlist_q=%5BRank+100%5D%5BDomain%3A+42%3A2C-81%20conversion%5D42%3A2C-81%20conversion&xhitlist_vq=42%3A2C-81%20conversion",
          "state": "New Jersey"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "An LLC conversion requires the member or manager vote specified for conversion in the operating agreement, or all members if the agreement is silent."
            },
            "continuity_language": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted organization remains the same entity; its property, obligations, proceedings, rights, powers, purposes, and owners continue as stated."
            },
            "fee_locator": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The LLC Act fee schedule locates the fees for original articles of organization and articles of conversion."
            },
            "instrument": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The instruments depend on direction and target: an agreement plus formation document and conversion statement, or a partnership statement."
            },
            "tax_clearance": {
              "cell_citation_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
              "cell_locator": "NM.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition was located in the conversion provisions for a New Mexico limited liability company."
            }
          },
          "jurisdiction": "NM",
          "last_checked": "2026-10-03",
          "official_source_url": "https://nmonesource.com/nmos/nmsa/en/4400/1/document.do?format=html",
          "state": "New Mexico"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "NRS 92A.150(1)(a) sets the vote needed for a limited-liability company to approve a plan of merger, conversion or exchange."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "NRS 92A.250(3) treats a conversion as a continuation of the constituent limited-liability company's existence: property, liabilities and pending proceedings carry over without a winding-up or dissolution."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "NRS 92A.210 sets the filing fee for articles of merger, conversion, exchange, domestication or termination; the resulting limited-liability company's charter-document fee is set by its own chapter."
            },
            "instrument": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A plan of conversion is filed as articles of conversion plus the resulting entity's charter document (NRS 92A.105, .205); inbound domestication files articles of domestication (NRS 92A.270(1)(b)); signing rule at NRS 92A.230."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
              "cell_locator": "NV.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No clearance condition is stated for an ordinary conversion of a limited-liability company; inbound domestication under NRS 92A.270(1)(b)(5) requires a certificate of good standing from the prior jurisdiction."
            }
          },
          "jurisdiction": "NV",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.leg.state.nv.us/NRS/NRS-092A.html",
          "state": "Nevada"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
              "cell_locator": "NY.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "LLC Law § 1006(c): a partnership's conversion needs all partners (or a lesser agreed share); a limited partnership's needs the general partners' agreed vote (else all) and a majority in interest of each limited-partner class."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/1007",
              "cell_locator": "NY.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "LLC Law § 1007: a converted partnership or limited partnership is the same entity; property stays vested, debts and liabilities continue, pending proceedings continue, and partners continue as members as agreed."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/1101",
              "cell_locator": "NY.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing fee for a certificate of conversion is set by LLC Law § 1101(r); the certificate-of-publication fee is set by § 1101(s)."
            },
            "instrument": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
              "cell_locator": "NY.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "An agreement of conversion approved by the partners, and a signed certificate of conversion filed with the Department of State under LLC Law § 1006(e), with § 206 publication."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.nysenate.gov/legislation/laws/LLC/1006",
              "cell_locator": "NY.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "LLC Law §§ 1006-1007 state no tax-clearance, good-standing or tax-payment condition for a conversion, and the LLC Law has no domestication provision."
            }
          },
          "jurisdiction": "NY",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.nysenate.gov/legislation/laws/LLC/1007",
          "state": "New York"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
              "cell_locator": "OH.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "All members of a converting LLC must consent; §1706.73 separately protects a member who would acquire personal liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
              "cell_locator": "OH.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Property, liabilities, proceedings, rights, and powers continue; an LLC result is the same continuing entity and keeps the original commencement date."
            },
            "fee_locator": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/section-111.16",
              "cell_locator": "OH.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The conversion filing fee is located at Ohio Rev. Code § 111.16(D); the fee amount is not included."
            },
            "instrument": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
              "cell_locator": "OH.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The parties use a written declaration; an outbound LLC files a certificate, while an inbound LLC files articles of organization containing conversion statements."
            },
            "tax_clearance": {
              "cell_citation_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1701",
              "cell_locator": "OH.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "If the entity converting to an Ohio LLC is a licensed domestic or foreign corporation, the certificate must include the referenced tax and agency evidence."
            }
          },
          "jurisdiction": "OH",
          "last_checked": "2026-10-03",
          "official_source_url": "https://codes.ohio.gov/ohio-revised-code/chapter-1706",
          "state": "Ohio"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365005",
              "cell_locator": "OK.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The operating agreement controls; otherwise its merger rule applies, then a majority-per-class fallback, plus unanimous consent from members gaining personal liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365005",
              "cell_locator": "OK.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "After conversion, the same entity continues; its property, rights, debts, liabilities, liens, and causes of action remain as stated."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=67225",
              "cell_locator": "OK.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The LLC conversion filing fee is located at 18 O.S. § 2055(3)."
            },
            "instrument": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365005",
              "cell_locator": "OK.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The LLC files articles of conversion when the destination act lacks a conversion notice or when conversion is to a foreign entity."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365004",
              "cell_locator": "OK.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing precondition is stated in the LLC conversion sections."
            }
          },
          "jurisdiction": "OK",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=365005",
          "state": "Oklahoma"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
              "cell_locator": "OR.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The Oregon limited liability company conversion provision states who approves the plan and permits any greater or lesser vote allowed by the specified governing document or law."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
              "cell_locator": "OR.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The conversion effects rule preserves entity existence, property, obligations, pending proceedings, converted ownership interests, and the stated pre- and post-conversion liability rules."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
              "cell_locator": "OR.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The Oregon limited liability company act incorporates the Secretary of State filing-fee schedule in ORS 56.140 for documents filed under the act."
            },
            "instrument": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
              "cell_locator": "OR.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "After approval, the converting business entity files articles of conversion plus the plan or the permitted written declaration; the plan identifies any required target organizational information."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
              "cell_locator": "OR.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in the complete Oregon limited liability company conversion provisions."
            }
          },
          "jurisdiction": "OR",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.oregonlegislature.gov/bills_laws/ors/ors063.html",
          "state": "Oregon"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Unless the organic rules alter the rule, members approve by a majority of votes cast; a manager-managed LLC also requires manager approval."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "A conversion continues the same association without interruption; property, liabilities, liens, rights, and pending proceedings continue under § 356(a)."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.&sctn=053.&subsctn=000.",
              "cell_locator": "PA.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locator for a statement of conversion or domestication is 15 Pa.C.S. § 153(a)(16)(i)."
            },
            "instrument": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
              "cell_locator": "PA.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The filed instruments are a statement of conversion and a statement of domestication."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=001.",
              "cell_locator": "PA.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "Tax-clearance certificates apply when a domestic association converts or domesticates into a nonregistered foreign association, unless it simultaneously registers in Pennsylvania."
            }
          },
          "jurisdiction": "PA",
          "last_checked": "2026-10-02",
          "official_source_url": "https://www.palegis.us/statutes/consolidated/view-statute?12&iFrame=true&txtType=HTM&ttl=15&div=00.&chpt=003.",
          "state": "Pennsylvania"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.2.htm",
              "cell_locator": "RI.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "The LLC agreement controls; otherwise merger authorization applies, with a majority-of-profits fallback by each class or group."
            },
            "continuity_language": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.2.htm",
              "cell_locator": "RI.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted form is the same entity, with property, creditor rights, liens, debts, liabilities, and duties preserved."
            },
            "fee_locator": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-65.htm",
              "cell_locator": "RI.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The LLC fee section locates charges for organization, other filings, and an outbound conversion certificate."
            },
            "instrument": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.2.htm",
              "cell_locator": "RI.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Inbound conversion uses articles of organization and a conversion certificate; outbound conversion uses a non-Rhode-Island conversion certificate."
            },
            "tax_clearance": {
              "cell_citation_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-8.htm",
              "cell_locator": "RI.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "An outbound conversion filing requires all filing fees, other fees, and taxes to be paid."
            }
          },
          "jurisdiction": "RI",
          "last_checked": "2026-10-02",
          "official_source_url": "https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-5.2.htm",
          "state": "Rhode Island"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Inbound partnership conversion uses the partnership-agreement vote; outbound LLC conversion uses all members or the percentage stated in the operating agreement."
            },
            "continuity_language": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Inbound and outbound LLC conversion preserve property, obligations, pending proceedings, rights, and owner continuity under the applicable effects sections."
            },
            "fee_locator": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The LLC filing-fee locator is S.C. Code §33-44-1204; destination corporate and limited-partnership filings use their respective fee sections."
            },
            "instrument": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "South Carolina uses an agreement of conversion and a destination-specific formation or conversion filing for LLC conversions."
            },
            "tax_clearance": {
              "cell_citation_url": "https://www.scstatehouse.gov/code/t33c044.php",
              "cell_locator": "SC.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, good-standing, or revenue-department condition is stated in the complete mapped LLC conversion provisions."
            }
          },
          "jurisdiction": "SC",
          "last_checked": "2026-10-03",
          "official_source_url": "https://www.scstatehouse.gov/code/t33c044.php",
          "state": "South Carolina"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-907",
              "cell_locator": "SD.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "All members must consent to an LLC conversion plan; domestication and owner-liability changes have the separate approvals stated in §§47-34A-911 and 47-34A-914."
            },
            "continuity_language": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-909",
              "cell_locator": "SD.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion and domestication preserve entity identity, property, obligations, and pending proceedings under separate effects sections."
            },
            "fee_locator": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-1206",
              "cell_locator": "SD.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "LLC domestication, organization-surrender, and conversion filing fees are located in §47-34A-1206(j)-(l)."
            },
            "instrument": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-908",
              "cell_locator": "SD.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Conversion uses a plan and articles of conversion or inbound articles of organization; domestication uses a plan and articles of domestication or organization surrender."
            },
            "tax_clearance": {
              "cell_citation_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-906",
              "cell_locator": "SD.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition appears in the complete LLC conversion and domestication transaction band."
            }
          },
          "jurisdiction": "SD",
          "last_checked": "2026-10-03",
          "official_source_url": "https://sdlegislature.gov/api/Statutes/Statute/47-34A-909",
          "state": "South Dakota"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
              "cell_locator": "TN.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Inbound approval follows the converting entity's law and governing documents; outbound approval requires the stated manager/director and member majorities."
            },
            "continuity_language": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
              "cell_locator": "TN.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The inbound and outbound effects provisions preserve entity identity, property, creditor rights, liabilities, proceedings, and continuity without dissolution."
            },
            "fee_locator": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
              "cell_locator": "TN.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The certificate-of-conversion filing-fee locator is Tenn. Code Ann. § 48-249-1007(a)(3)."
            },
            "instrument": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
              "cell_locator": "TN.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "The filing uses a certificate of conversion plus articles of organization inbound or any required Tennessee target-formation document outbound."
            },
            "tax_clearance": {
              "cell_citation_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
              "cell_locator": "TN.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete LLC conversion provisions state no tax-clearance, tax-payment, or good-standing condition."
            }
          },
          "jurisdiction": "TN",
          "last_checked": "2026-10-03",
          "official_source_url": "https://publications.tnsosfiles.com/acts/104/pub/pc0286.pdf",
          "state": "Tennessee"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.101.htm",
              "cell_locator": "TX.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A conversion is approved as the BOC prescribes; for an LLC a fundamental business transaction, which includes a conversion, needs the affirmative vote of a majority of all members (BOC §§10.101(b), 101.356(c), 1.002(32))."
            },
            "continuity_language": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "On conversion the entity continues without interruption in the new form; property stays owned without any transfer, liabilities continue, and pending proceedings continue without substituting a party (BOC §10.106)."
            },
            "fee_locator": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.4.htm",
              "cell_locator": "TX.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The certificate-of-conversion filing fee is set by BOC §4.151(5), together with the converted entity's certificate-of-formation fee; the Secretary of State lists it on its Form 806 fee schedule."
            },
            "instrument": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A written plan of conversion is adopted and a certificate of conversion, with the certificate of formation of any converted filing entity, is filed with the Secretary of State, or a county clerk for a REIT (BOC §§10.103, 10.154, 10.155)."
            },
            "tax_clearance": {
              "cell_citation_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
              "cell_locator": "TX.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "A certificate of conversion may not be accepted if required franchise taxes are unpaid or it does not provide that the converted entity is liable for them (BOC §10.156(2)); not applied to a continuance election (§10.1025(c))."
            }
          },
          "jurisdiction": "TX",
          "last_checked": "2026-10-02",
          "official_source_url": "https://tcss.legis.texas.gov/resources/BO/htm/BO.10.htm",
          "state": "Texas"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "A Utah LLC follows its organic rules, then the statutory merger fallback, with recorded consent from any holder assuming post-transaction liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion or domestication continues the LLC without interruption and preserves its property, liabilities, rights, rules, and interests."
            },
            "fee_locator": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "No conversion- or domestication-specific filing-fee locator is stated in current Title 16, Chapter 1a for a LLC."
            },
            "instrument": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A LLC uses a plan and files a statement of conversion or domestication with the Division; the statement includes the transaction parties and organic records."
            },
            "tax_clearance": {
              "cell_citation_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
              "cell_locator": "UT.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in Utah's complete conversion and domestication parts for a LLC."
            }
          },
          "jurisdiction": "UT",
          "last_checked": "2026-10-02",
          "official_source_url": "https://le.utah.gov/xcode/Title16/Chapter1A/C16-1a_2026050620261001.xml",
          "state": "Utah"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/",
              "cell_locator": "VA.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "LLC plans follow the operating agreement's amendment rule or unanimous member approval, with stated rules for memberless LLCs."
            },
            "continuity_language": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/",
              "cell_locator": "VA.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Virginia preserves property, liabilities, proceedings, and entity continuity for LLC conversion and inbound domestication."
            },
            "fee_locator": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacode/title13.1/chapter12/section13.1-1005/",
              "cell_locator": "VA.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The LLC conversion and domestication filing-fee locators are in Va. Code §13.1-1005."
            },
            "instrument": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/",
              "cell_locator": "VA.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "LLC transactions use a plan and filed entity-conversion articles, domestication articles, or organization-surrender articles as applicable."
            },
            "tax_clearance": {
              "cell_citation_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/",
              "cell_locator": "VA.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition is stated in the mapped Virginia LLC conversion and domestication provisions."
            }
          },
          "jurisdiction": "VA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://law.lis.virginia.gov/vacodefull/title13.1/chapter12/article15/",
          "state": "Virginia"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04144",
              "cell_locator": "VT.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "An LLC conversion follows its organizational documents or requires all voting members; domestication requires all members, with separate consent protection for resulting personal liability."
            },
            "continuity_language": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04147",
              "cell_locator": "VT.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "Conversion continues the same organization without interruption; domestication continues the preexisting company, property, liabilities, proceedings, rights, and powers."
            },
            "fee_locator": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04012",
              "cell_locator": "VT.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The LLC Act fee schedule locates the filing fees for articles of domestication and a statement of conversion."
            },
            "instrument": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04146",
              "cell_locator": "VT.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Conversion uses a plan and statement of conversion; domestication uses a plan and articles of domestication, plus a certificate-surrender statement for an outbound move."
            },
            "tax_clearance": {
              "cell_citation_url": "https://legislature.vermont.gov/statutes/section/11/025/04142",
              "cell_locator": "VT.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "No tax-clearance, tax-payment, or good-standing condition was located in the transaction provisions for a Vermont LLC."
            }
          },
          "jurisdiction": "VT",
          "last_checked": "2026-10-03",
          "official_source_url": "https://legislature.vermont.gov/statutes/section/11/025/04147",
          "state": "Vermont"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.441",
              "cell_locator": "WA.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "All members must approve unless a written LLC agreement provides otherwise; a member assuming personal liability must separately consent."
            },
            "continuity_language": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.451",
              "cell_locator": "WA.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted organization is the same entity; property remains vested, obligations continue, and pending proceedings may continue."
            },
            "fee_locator": {
              "cell_citation_url": "https://app.leg.wa.gov/WAC/default.aspx?cite=434-112-085",
              "cell_locator": "WA.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The LLC articles-of-conversion filing fee is located in WAC 434-112-085(7)(h); this row states no amount."
            },
            "instrument": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.446",
              "cell_locator": "WA.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A converting LLC files articles of conversion; a non-LLC converting into a Washington LLC files a certificate of formation together with articles of conversion."
            },
            "tax_clearance": {
              "cell_citation_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15&full=true",
              "cell_locator": "WA.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "The complete LLC conversion provisions state no tax-clearance, tax-payment, good-standing, or delinquency condition."
            }
          },
          "jurisdiction": "WA",
          "last_checked": "2026-10-03",
          "official_source_url": "https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.451",
          "state": "Washington"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1041",
              "cell_locator": "WI.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "All members approve a Wisconsin LLC's outbound plan; an inbound plan is approved under the converting entity's governing law."
            },
            "continuity_language": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1041",
              "cell_locator": "WI.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted entity is the same entity; property vests without transfer, liabilities continue, proceedings may continue, and dissolution is avoided as stated."
            },
            "fee_locator": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/183.0122",
              "cell_locator": "WI.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing-fee locator for LLC articles of conversion or domestication is Wis. Stat. § 183.0122(2)(a)11."
            },
            "instrument": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1041",
              "cell_locator": "WI.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Chapter 183 uses a plan and articles of conversion for conversion, and a plan and articles of domestication for domestication."
            },
            "tax_clearance": {
              "cell_citation_url": "https://docs.legis.wisconsin.gov/statutes/statutes/183.pdf",
              "cell_locator": "WI.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "Chapter 183 states no tax-clearance, tax-payment, or good-standing precondition for conversion or domestication."
            }
          },
          "jurisdiction": "WI",
          "last_checked": "2026-10-03",
          "official_source_url": "https://docs.legis.wisconsin.gov/document/statutes/183.1041",
          "state": "Wisconsin"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://code.wvlegislature.gov/31B-9-902/",
              "cell_locator": "WV.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Partnership and LP approval follows the partnership agreement or all partners; a domestic corporation requires approval by all shareholders."
            },
            "continuity_language": {
              "cell_citation_url": "https://code.wvlegislature.gov/31B-9-903/",
              "cell_locator": "WV.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "The converted LLC is the same continuing entity; property, liabilities, rights, and pending proceedings continue as stated for the applicable source entity."
            },
            "fee_locator": {
              "cell_citation_url": "https://code.wvlegislature.gov/59-1-2/",
              "cell_locator": "WV.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "The filing fee is located at W. Va. Code § 59-1-2(a)(1)(N); the fee amount is not included."
            },
            "instrument": {
              "cell_citation_url": "https://code.wvlegislature.gov/31B-9-902/",
              "cell_locator": "WV.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "A partnership or LP files articles of organization; a domestic corporation files articles of conversion satisfying the LLC organization requirements."
            },
            "tax_clearance": {
              "cell_citation_url": "https://code.wvlegislature.gov/31B-9-902/",
              "cell_locator": "WV.llc.tax_clearance",
              "note": "The checked official source does not state this value.",
              "publish_status": "typed_unknown",
              "source_field": "tax_clearance",
              "value": "unknown",
              "visible_subline": "The checked official source does not state this value."
            }
          },
          "jurisdiction": "WV",
          "last_checked": "2026-10-03",
          "official_source_url": "https://code.wvlegislature.gov/31B-9-903/",
          "state": "West Virginia"
        },
        {
          "cells": {
            "approvals": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.llc.approvals",
              "publish_status": "publish_ready",
              "source_field": "approvals",
              "value": "Conversion terms are approved per the entity's organizing documents (W.S. 17-26-101(d)); a manager-managed LLC needs all members' consent by default (W.S. 17-29-407(c)(iv)(B)); members adopt a transfer resolution."
            },
            "continuity_language": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.llc.continuity_language",
              "publish_status": "publish_ready",
              "source_field": "continuity_language",
              "value": "On conversion property remains, obligations continue and pending actions may proceed (W.S. 17-26-101(g)); continuance, transfer and domestication continue the company without affecting its property or liabilities."
            },
            "fee_locator": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.llc.fee_locator",
              "publish_status": "publish_ready",
              "source_field": "fee_locator",
              "value": "Fees: W.S. 17-26-101(h) (conversion), W.S. 17-29-1011(e) (transfer toll charge), and the SoS fee schedule line for LLC articles of organization, continuance and domestication."
            },
            "instrument": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.llc.instrument",
              "publish_status": "publish_ready",
              "source_field": "instrument",
              "value": "Conversion: file the appropriate document of organization (W.S. 17-26-101(e)); continuance: articles of continuance; transfer: application for certificate of transfer; domestication: articles of domestication."
            },
            "tax_clearance": {
              "cell_citation_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
              "cell_locator": "WY.llc.tax_clearance",
              "publish_status": "publish_ready",
              "source_field": "tax_clearance",
              "value": "Domestication requires a certificate of good standing not more than 30 days old (W.S. 17-29-1013(a)(i)); LLC records are filed once filing fees and any past due fees, taxes or penalties are paid (W.S. 17-29-205(a))."
            }
          },
          "jurisdiction": "WY",
          "last_checked": "2026-10-02",
          "official_source_url": "https://wyoleg.gov/statutes/compress/title17.pdf",
          "state": "Wyoming"
        }
      ],
      "scope_label": "51 US jurisdictions (50 states plus DC)"
    }
  },
  "template": "matrix",
  "tier": "T1",
  "warnings": [
    "sideways label \"Dataset catalog\" differs from the known title \"Dataset Catalog\" of /about/dataset-catalog/",
    "sideways label \"LLC conversion filing fees by state\" differs from the known title \"LLC Conversion Fees by State\" of /business-formation/llc-conversion-fees-by-state/"
  ]
}
