Home Table of Contents

§ 500-1105A. Effect of conversion

Oklahoma Statutes AnnotatedTitle 54. Partnership

Oklahoma Statutes Annotated
Title 54. Partnership
Chapter 9. Uniform Limited Partnership Act of 2010 (Refs & Annos)
Article 11. Conversion and Merger
54 Okl.St.Ann. § 500-1105A
§ 500-1105A. Effect of conversion
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, 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;
(6) except as otherwise agreed, the conversion does not dissolve a converting limited partnership for the purposes of Article 8 of this act; and
(7) the conversion does not authorize a converted organization that is a foreign organization to transact business in this state.
(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 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 Section 17 of this act.

Credits

Laws 2010, c. 384, § 92, eff. Jan. 1, 2011.
54 Okl. St. Ann. § 500-1105A, OK ST T. 54 § 500-1105A
Current with emergency effective legislation through Chapter 449 of the Second Regular Session of the 59th Legislature (2024). Some sections may be more current, see credits for details.
End of Document