(a) Except as otherwise provided in this section, by complying with Kan. Stat. Ann. §§ 17-78-501 through 17-78-506, and amendments thereto, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction.

(b) Except as otherwise provided in this section, by complying with the provisions of Kan. Stat. Ann. §§ 17-78-501 through 17-78-506, and amendments thereto, applicable to foreign entities a foreign entity may become a domestic entity of the same type in this state if the domestication is authorized by the law of the foreign entity’s jurisdiction of organization.

Terms Used In Kansas Statutes 17-78,501

  • Agreement: means a plan or agreement of merger, interest exchange, conversion or domestication. See Kansas Statutes 17-78,102
  • Domestic entity: means an entity whose internal affairs are governed by the law of this state. See Kansas Statutes 17-78,102
  • Domestication: means a transaction authorized by Kan. See Kansas Statutes 17-78,102
  • Entity: means :

    (1) A corporation;

    (2) a general partnership, including a limited liability partnership;

    (3) a limited partnership, including a limited liability limited partnership;

    (4) a limited liability company;

    (5) a business trust or statutory trust entity;

    (6) a cooperative; or

    (7) any other person that has a separate legal existence or has the power to acquire an interest in real property in its own name other than:

    (A) An individual;

    (B) a testamentary, inter vivos or charitable trust, with the exception of a business trust, statutory trust entity or similar trust;

    (C) an association or relationship that is not a partnership solely by reason of Kan. See Kansas Statutes 17-78,102

  • Foreign entity: means an entity whose internal affairs are governed by the laws of a jurisdiction other than this state. See Kansas Statutes 17-78,102
  • Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
  • Merger: means a transaction in which two or more merging entities are combined into a surviving entity pursuant to a filing with the secretary of state. See Kansas Statutes 17-78,102
  • State: when applied to the different parts of the United States, includes the District of Columbia and the territories. See Kansas Statutes 77-201

(c) When the term domestic entity is used in Kan. Stat. Ann. §§ 17-78-501 through 17-78-506, and amendments thereto, with reference to a foreign jurisdiction, it means an entity whose internal affairs are governed by the law of the foreign jurisdiction.

(d) If a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a domestication, the provision applies to a domestication of the entity as if the domestication were a merger until the provision is amended after the effective date of this act.

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