2023 District of Columbia Code › Title 29 - Business Organizations. [Enacted title] › Chapter 2 - Entity Transactions › Subchapter IV - Conversion › § 29–204.05. Statement of conversion; effective date

§ 29–204.05. Statement of conversion; effective date.
(a) A statement of conversion shall be signed on behalf of the converting entity and delivered to the Mayor for filing.
(b) A statement of conversion shall contain:
(1) The name, jurisdiction of formation, and type of entity of the converting entity;
(2) The name, jurisdiction of formation, and type of entity of the converted entity;
(3) If the statement of conversion is not to be effective upon filing, the later date and time on which it will become effective, which shall not be more than 90 days after the date of filing;
(4) If the converting entity is a domestic entity, a statement that the plan of conversion was approved in accordance with this subchapter or, if the converting entity is a foreign entity, a statement that the conversion was approved by the foreign converting entity in accordance with the law of its jurisdiction of formation;
(5) If the converted entity is a domestic filing entity, the text of its public organic record as an attachment; and
(6) If the converted entity is a domestic limited liability partnership, the text of its statement of qualification as an attachment; and
(7) If the converted entity is a foreign entity that is not a registered foreign entity, a mailing address to which process may be served pursuant to § 29-204.06(e).
(c) In addition to the requirements of subsection (b) of this section, a statement of conversion may contain any other provision not prohibited by law.
(d) If the converted entity is a domestic entity, its public organic record, if any, shall satisfy the requirements of the law of the District, except that it does not need to be signed and may omit any provision that is not required to be included in a restatement of the public organic record.
(e) A plan of conversion that is signed on behalf of a domestic converting entity and meets all of the requirements of subsection (b) of this section may be delivered to the Mayor for filing instead of a statement of conversion and, upon filing by the Mayor, shall have the same effect. If a plan of conversion is filed as provided in this subsection, references in this chapter to a statement of conversion shall refer to the plan of conversion filed under this subsection.
(f) A statement of conversion shall be effective upon the date and time of filing or the later date and time specified in the statement of conversion.
(July 2, 2011, D.C. Law 18-378, § 2, 58 DCR 1720; Mar. 5, 2013, D.C. Law 19-210, § 2(b)(21), 59 DCR 13171.)
Section References
This section is referenced in § 29-201.02 and § 29-516.
Effect of Amendments
The 2013 amendment by D.C. Law 19-210 substituted “delivered to the Mayor for filing” for “filed with the Mayor” in (a) and (e); substituted “formation, and type of entity” for “organization, and type” in (b)(1) and (b)(2); substituted “formation” for “organization” in (b)(4); substituted “record” for “document” in (b)(5) and throughout (d); substituted “registered” for “qualified” in (b)(7); and substituted “upon filing with the Mayor” for “upon filing” in (e).
Editor's Notes
Application of Law 19-210: Section 7 of D.C. Law 19-210 provided that the act shall apply as of January 1, 2012.