Oregon Agreement and Plan of Conversion -

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Multi-State
Control #:
US-CC-7-1224
Format:
Word; 
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This sample form, a detailed Agreement and Plan of Conversion document, is a model for use in corporate matters. The language is easily adapted to fit your specific circumstances. Available in several standard formats.
The Oregon Agreement and Plan of Conversion is a legal document that outlines the process of converting an existing business entity into a different type of business structure according to the laws and regulations of the state of Oregon. This conversion can often be a result of business expansion, change in ownership structure, or the need to comply with new legal requirements. The agreement typically details the steps and procedures necessary for the conversion, including the required filings, notifications to stakeholders, and approvals from relevant regulatory authorities. It provides clarity on the rights and obligations of the involved parties, ensuring a smooth transition from the existing entity to the new structure. There might be different types of Oregon Agreement and Plan of Conversion, depending on the specific needs and goals of the organization. Some common types are: 1. Conversion of an Oregon corporation to an Oregon limited liability company (LLC): This conversion is often chosen by corporations seeking to benefit from the flexibility and pass-through taxation advantages offered by LCS. The agreement and plan outline the process of converting the corporation's assets, liabilities, and equity interests into those of the new LLC structure. 2. Conversion of an Oregon general partnership to an Oregon limited partnership (LP): In this case, the agreement is designed to accommodate partnerships looking to limit the liability of some partners while allowing others to act as general partners with full liability. The agreement clarifies the transfer of partnership assets, liabilities, and the respective roles and responsibilities of general and limited partners. 3. Conversion of a foreign entity to an Oregon entity: This type of conversion applies to businesses incorporated outside Oregon but seeking to become an Oregon entity. The agreement and plan address the legal requirements for registering the foreign entity as an Oregon entity, transferring assets, and updating any necessary licenses or permits. 4. Conversion of an Oregon limited partnership to an Oregon limited liability company (LLC): This conversion becomes relevant when a limited partnership desires to transition into an LLC to provide all partners with limited liability protection. The agreement covers the conversion process, including the transfer of the limited partnership's assets, liabilities, and economic interests into an LLC. The Oregon Agreement and Plan of Conversion is a crucial legal document that ensures the smooth and compliant transformation of business entities in Oregon, enabling them to adapt to changing circumstances or better align with desired organizational structures. It is important to consult with legal professionals experienced in Oregon business law to accurately draft and execute such agreements.

The Oregon Agreement and Plan of Conversion is a legal document that outlines the process of converting an existing business entity into a different type of business structure according to the laws and regulations of the state of Oregon. This conversion can often be a result of business expansion, change in ownership structure, or the need to comply with new legal requirements. The agreement typically details the steps and procedures necessary for the conversion, including the required filings, notifications to stakeholders, and approvals from relevant regulatory authorities. It provides clarity on the rights and obligations of the involved parties, ensuring a smooth transition from the existing entity to the new structure. There might be different types of Oregon Agreement and Plan of Conversion, depending on the specific needs and goals of the organization. Some common types are: 1. Conversion of an Oregon corporation to an Oregon limited liability company (LLC): This conversion is often chosen by corporations seeking to benefit from the flexibility and pass-through taxation advantages offered by LCS. The agreement and plan outline the process of converting the corporation's assets, liabilities, and equity interests into those of the new LLC structure. 2. Conversion of an Oregon general partnership to an Oregon limited partnership (LP): In this case, the agreement is designed to accommodate partnerships looking to limit the liability of some partners while allowing others to act as general partners with full liability. The agreement clarifies the transfer of partnership assets, liabilities, and the respective roles and responsibilities of general and limited partners. 3. Conversion of a foreign entity to an Oregon entity: This type of conversion applies to businesses incorporated outside Oregon but seeking to become an Oregon entity. The agreement and plan address the legal requirements for registering the foreign entity as an Oregon entity, transferring assets, and updating any necessary licenses or permits. 4. Conversion of an Oregon limited partnership to an Oregon limited liability company (LLC): This conversion becomes relevant when a limited partnership desires to transition into an LLC to provide all partners with limited liability protection. The agreement covers the conversion process, including the transfer of the limited partnership's assets, liabilities, and economic interests into an LLC. The Oregon Agreement and Plan of Conversion is a crucial legal document that ensures the smooth and compliant transformation of business entities in Oregon, enabling them to adapt to changing circumstances or better align with desired organizational structures. It is important to consult with legal professionals experienced in Oregon business law to accurately draft and execute such agreements.

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How to fill out Oregon Agreement And Plan Of Conversion -?

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FAQ

LLC-to-Corporation conversions are permitted under Oregon law.

Benefits of starting an Oregon LLC: Protect your personal assets from your business liability and debts. Simple to create, manage, regulate, administer and stay in compliance. Easily file your taxes and discover potential advantages for tax treatment. Low cost to file ($100)

In addition, the name of the limited liability company must contain the words "limited liability company" or the abbreviation "L.L.C." or "LLC." If the name is distinguishable and the articles conform to Oregon statute, Business Registry processes the document and returns an acknowledgment to the customer.

Oregon law has no provisions for entity domestication.

In order to state a claim for conversion under Oregon law, ?a party must establish the intentional exercise of dominion or control over a chattel that so seriously interferes with the right of another to control it that the actor may justly be required to pay the full value of the chattel.

Yes. There are a few ways to move an LLC to Oregon: Dissolution/formation. Dissolve your business in the state where it was formed and form a new LLC in Oregon.

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Sep 28, 2023 — Step 3: Prepare and File a Plan of Conversion; Step 4: File Articles of Organization for the New Oregon LLC; Step 5: Prepare the Operating ... Jun 8, 2018 — Learn how to move your company to Oregon through a merger or conversion. Portland, Oregon business lawyers help companies operate in Oregon.File the Articles of Conversion with the Oregon Secretary of State's Corporation Division. ... converted under the agreed terms described in the plan of ... After conversion was approved by the state, a few additional steps are necessary to be made in order to complete the process, such as adopting bylaws for ... After the owners approve a conversion, the converting business entity shall: (a). File articles of conversion that state the name and type of business ... You need to file form LLC-1A with the state while following the steps mentioned above for statutory conversion. At minimum, a plan of conversion typically includes at least the following information: The converting entity's name; The converted entity's name; A statement ... THIS PLAN OF CONVERSION (the “Plan”) shall become effective upon filing of Articles of Conversion with the Oregon Secretary of State (the “Effective Time”) and ... Section 63.473 - Action on plan of conversion (1) A plan of conversion shall be approved as follows: (a) In the case of a limited liability company, ... Section 63.473 - Action on plan of conversion (1) A plan of conversion shall be approved as follows: (a) In the case of a limited liability company, ...

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Oregon Agreement and Plan of Conversion -