§415A-16.6  Articles of conversion. 
(a)  If a plan of conversion has been approved in accordance with section 415A‑16.5
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 in accordance with section 415A‑16.5;



(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 shareholder of the converting entity or the converted entity;



(2)  If the converting entity is a professional
corporation, the number of shares outstanding and, if the shares of any class
or series are entitled to vote as a class, the designation and number of
outstanding shares of each such class or series;



(3)  If the converting entity is a professional corporation,
the number of shares outstanding that voted for and against the plan and, if
the shares of any class or series are entitled to vote as a class, the number
of shares of each such class or series that voted for and against the plan; and



(4)  If the converting entity is another 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 §2;
am L 2001, c 129, §55; am L 2009, c 23, §7]