§1094.__Effect of conversion

1.__Same entity.__A partnership that has been converted pursuant to this subchapter is for all purposes the same entity that existed before the conversion.

2.__Effective date. When a conversion takes effect:

A.__All property owned by the converting partnership remains vested in the converted entity;

B.__All obligations of the converting partnership continue as obligations of the converted entity; and

C.__An action or proceeding pending by or against the converting partnership may be continued as if the conversion had not occurred.

§1095.__Merger of partnerships

1.__Merger pursuant to plan.__Pursuant to a plan of merger approved as provided in subsection 3, a partnership may be merged with one or more partnerships or limited partnerships.

2.__Plan of merger.__The plan of merger must set forth:

A.__The name, the jurisdiction of organization and the date of organization of each partnership or limited partnership that is a party to the merger;

B.__The name of the surviving entity into which the other partnerships or limited partnerships will merge;

C.__Whether the surviving entity is a partnership or a limited partnership and the status of each partner;

D.__The terms and conditions of the merger;