1.    If the converting organization is a limited partnership, then:

Terms Used In North Dakota Code 45-10.2-96

  • Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
  • Organization: includes a foreign or domestic association, business trust, corporation, enterprise, estate, joint venture, limited liability company, limited liability partnership, limited partnership, partnership, trust, or any legal or commercial entity. See North Dakota Code 1-01-49
  • 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.
  • Partnership: includes a limited liability partnership registered under chapter 45-22. See North Dakota Code 1-01-49
  • Statute: A law passed by a legislature.

a.    Subject to section 45-10.2-104, a plan of conversion must be consented to by all of the partners of a converting limited partnership.

b.    Subject to section 45-10.2-104 and any contractual rights, after a conversion is approved, and at any time before the effective date of the plan, a converting limited partnership may amend the planned conversion: (1) As provided in the plan; and

(2) Except as provided otherwise by the plan, by the same consent as was required to approve the plan.

2.    If the converting organization is not a limited partnership, then the approval and the amendment of the plan of conversion must comply with its governing statute in effecting the conversion.