Subdivision 1.Consent required.

Subject to section 321.1110, a plan of conversion must be consented to by all the partners of a converting limited partnership.

Subd. 2.Amendment of plan or abandonment of conversion.

Terms Used In Minnesota Statutes 321.1103

  • Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
  • state: extends to and includes the District of Columbia and the several territories. See Minnesota Statutes 645.44

Subject to section 321.1110 and any contractual rights, after a conversion is approved, and at any time before articles of conversion are delivered to the secretary of state for filing under section 321.1104, a converting limited partnership may amend the plan or abandon the conversion:

(1) as provided in the plan; or

(2) except as otherwise prohibited in the plan, by the same consent as was required to approve the plan.