§428-902.6  Articles of conversion. 
(a)  If a plan of conversion has been approved in accordance with section
428-902.5 and has not been abandoned, articles of conversion shall be executed
by an officer or other duly authorized representative of the converting entity
and shall set forth:



(1)  A statement certifying the following:



(A)  The name, type of entity, and state or
country of incorporation, formation, or organization of the converting and
converted entities;



(B)  That a plan of conversion has been
approved;



(C)  That an executed plan of conversion is on
file at the principal place of business of the converting entity and stating
the address thereof; and



(D)  That a copy of the plan of conversion
shall be furnished by the converting entity prior to the conversion or by the
converted entity after the conversion on written request and without cost, to
any member, shareholder, partner, or owner of the converting entity or the
converted entity;



(2)  If the converting entity is a domestic limited
liability company, the total number of authorized votes, and the number voted
for and against the plan; and



(3)  If the converting entity is a foreign limited
liability company or other entity, a statement that the approval of the plan of
conversion was duly authorized and complied with the laws under which it was
incorporated, formed, or organized.



(b)  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.



(c)  If the director finds that the articles of
conversion satisfy the requirements provided by law, and that all required
documents are filed, the director, after all fees have been paid shall:



(1)  Stamp the articles of conversion and include the
date of the filing;



(2)  File the document in the director's office; and



(3)  Issue a certificate of conversion to the
converted entity or its authorized representatives. [L 1999, c 280, pt
of §6; am L 2001, c 129, §99; am L 2009, c 23, §13]