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§ 9A-1201. Conversion of partnership to other business entity

West's Annotated Code of MarylandCorporations and AssociationsEffective: October 1, 2013

West's Annotated Code of Maryland
Corporations and Associations
Title 9a. Revised Uniform Partnership Act (Refs & Annos)
Subtitle 12. Conversions of Partnerships (Refs & Annos)
Effective: October 1, 2013
MD Code, Corporations and Associations, § 9A-1201
§ 9A-1201. Conversion of partnership to other business entity
Currentness
“Other entity” defined
(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 § 4A-101 of this article;
(4) A foreign limited liability company, as defined in § 4A-101 of this article;
(5) A limited partnership, including a limited partnership registered as a limited liability limited partnership under § 10-805 of this article;
(6) A foreign limited partnership;
(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.
Approval and articles
(b) Unless the partnership agreement provides otherwise, a partnership organized under the laws of this State may convert to an other entity by:
(1) Approving the conversion in accordance with § 9A-1202 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.
Filing requirements
(c) Before a partnership organized under the laws of this State may convert to an other entity in accordance with this subtitle, the partnership shall file or have filed for record with the Department:
(1) A statement of authority in accordance with § 9A-303 of this title; or
(2) A certificate of limited liability partnership in accordance with § 9A-1001 of this title.
Conversion to a partnership
(d) An other entity may convert to a partnership organized under the laws of this State by complying with the requirements of § 9A-1202 of this subtitle and filing for record with the Department:
(1) Articles of conversion executed by at least two partners; and
(2) A statement of partnership authority that complies with § 9A-303 of this title executed in the manner required by § 9A-105(b) of this title or, in the case of the conversion of an other entity to a limited liability partnership, a certificate of limited liability partnership that complies with § 9A-1001 of this title.
Agreement or operation of law
(e) The statutory conversion provisions of this subtitle do not preclude a partnership from being converted or merged by agreement or by operation of law.

Credits

Added by Acts 2013, c. 527, § 2, eff. Oct. 1, 2013; Acts 2013, c. 528, § 2, eff. Oct. 1, 2013.
MD Code, Corporations and Associations, § 9A-1201, MD CORP & ASSNS § 9A-1201
Current through legislation effective through April 9, 2023, from the 2024 Regular Session of the General Assembly. Some statute sections may be more current, see credits for details.
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