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2012 SESSION

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HB 519 Corporations and other business entities; conversion and termination.

Introduced by: Harry R. Purkey | all patrons    ...    notes | add to my profiles

SUMMARY AS INTRODUCED:

Corporations and other business entities; conversion and termination.  Makes provisions that set out how amended and restated articles are to be an attachment to a plan of domestication uniform across the laws regarding corporations, limited liability companies, business trusts, and limited partnerships. The changes prevent duplicate submission of the organizational instrument. The measure also (i) addresses how a federal bankruptcy court may order an entity conversion or termination of a corporation incident to reorganization; (ii) provides that a plan of entity conversion can be approved by the management or organizers of a corporation or limited liability company when the entity has no shareholders or members; (iii) provides that an application for withdrawal or cancellation of registration submitted by a foreign business entity affirms that the foreign entity is in existence and has not been merged, consolidated, or converted; and (iv) makes other technical changes.


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