Legislation
SECTION 1007
Effect of conversion
Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 10
§ 1007. Effect of conversion. (a) A partnership or limited partnership
that has been converted pursuant to this chapter is for all purposes the
same entity that existed before the conversion.
(b) When a conversion takes effect:
(i) all property, real and personal, tangible and intangible, of the
converting partnership or limited partnership remains vested in the
converted limited liability company;
(ii) all debts, obligations, liabilities and penalties of the
converting partnership or limited partnership continue as debts,
obligations, liabilities and penalties of the converted limited
liability company;
(iii) any action, suit or proceeding, civil or criminal, then pending
by or against the converting partnership or limited partnership may be
continued as if the conversion had not occurred; and
(iv) to the extent provided in the agreement of conversion and in this
chapter, the partners of a partnership or the general partners and
limited partners of a limited partnership shall continue as members in
the converted limited liability company.
that has been converted pursuant to this chapter is for all purposes the
same entity that existed before the conversion.
(b) When a conversion takes effect:
(i) all property, real and personal, tangible and intangible, of the
converting partnership or limited partnership remains vested in the
converted limited liability company;
(ii) all debts, obligations, liabilities and penalties of the
converting partnership or limited partnership continue as debts,
obligations, liabilities and penalties of the converted limited
liability company;
(iii) any action, suit or proceeding, civil or criminal, then pending
by or against the converting partnership or limited partnership may be
continued as if the conversion had not occurred; and
(iv) to the extent provided in the agreement of conversion and in this
chapter, the partners of a partnership or the general partners and
limited partners of a limited partnership shall continue as members in
the converted limited liability company.