North Carolina General Statutes 57D-9-01. Definitions
Unless otherwise specifically provided, the following definitions apply in this Article:
(1) Articles of organization and conversion. – The document filed by the Secretary of State under N.C. Gen. Stat. § 57D-9-22 for the purpose of converting an eligible entity into an LLC.
(2) Converting entity. – An eligible entity that converts into another eligible entity pursuant to Part 2 or Part 3 of this Article 9.
(3) Converting LLC. – A converting entity that is an LLC.
(4) Eligible entity. – A corporation, including a professional corporation as defined in N.C. Gen. Stat. § 55B-2 and a foreign professional corporation defined in N.C. Gen. Stat. § 55B-16, a domestic or foreign nonprofit corporation, a limited liability company, a domestic or foreign limited partnership, a registered limited liability partnership or foreign limited liability partnership as defined in N.C. Gen. Stat. § 59-32, or any other partnership as defined in N.C. Gen. Stat. § 59-36, whether or not formed under the laws of this State.
(5) Merging entity. – An eligible entity that is a party to a merger.
(6) Merging LLC. – A merging entity that is an LLC.
(7) Surviving entity. – The eligible entity into which a converting entity converts or into which an eligible entity is merged. ?(2013-157, s. 2.)
Terms Used In North Carolina General Statutes 57D-9-01
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- following: when used by way of reference to any section of a statute, shall be construed to mean the section next preceding or next following that in which such reference is made; unless when some other section is expressly designated in such reference. See North Carolina General Statutes 12-3
- 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: when applied to the different parts of the United States, shall be construed to extend to and include the District of Columbia and the several territories, so called; and the words "United States" shall be construed to include the said district and territories and all dependencies. See North Carolina General Statutes 12-3