A Delaware Certificate of Merger of Domestic Corporation Into Domestic Limited Partnership is a legal document used to effect the merger of an existing Delaware corporation into a Delaware limited partnership. It is also referred to as a Certificate of Conversion. The Certificate of Merger must be filed with the Delaware Secretary of State and will require the signatures of the corporation's board of directors and the limited partnership's general partner(s). Upon filing, the merger is complete and the corporation is legally converted into the limited partnership. There are two types of Delaware Certificate of Merger of Domestic Corporation Into Domestic Limited Partnership: Merger with Assets and Merger with Cash. In a Merger with Assets, the corporation transfers its assets to the limited partnership in exchange for limited partnership units. In a Merger with Cash, the corporation is dissolved and the limited partnership makes a cash payment to the corporation's shareholders in exchange for the company's assets.
Delaware Certificate of Merger of Domestic Corporation Into Domestic Limited Partnership
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