This RSA section is an unofficial mirror, is not legal advice, and may be incomplete, outdated, or incorrectly processed.

RSA 293-A:9.51 · Plan of Entity Conversion

Title: XXVII: CORPORATIONS, ASSOCIATIONS, AND PROPRIETORS OF COMMON LANDS
Chapter: 293-A · NEW HAMPSHIRE BUSINESS CORPORATION ACT
Status: current
Official source linked: Yes

Official source Copy section link

293-A:9.51 Plan of Entity Conversion. –

Copy link

(a)

A plan of entity conversion must include:

Copy link

(1)

a statement of the type of entity the surviving entity will be and, if it will be a foreign other entity, its jurisdiction of organization;

Copy link

(2)

the terms and conditions of the conversion;

Copy link

(3)

if the surviving entity will be an unincorporated entity the manner and basis of converting the shares of the domestic business corporation following its conversion into interests or other securities, obligations, rights to acquire interests or other securities, cash, other property, or any combination of the foregoing;

Copy link

(4)

if the surviving entity will be a domestic business corporation, the manner and the basis of converting the interest in the unincorporated entity into shares of the domestic business corporation or other securities, obligations, rights to acquire interests or other securities, cash, other property, or any combination of the foregoing; and

Copy link

(5)

the full text, as they will be in effect immediately after consummation of the conversion, of the organic documents of the surviving entity. The plan of entity conversion may include any other provisions relating to the conversion that may be desired.

Copy link

(b)

The plan of entity conversion may also include a provision that the plan may be amended prior to filing articles of entity conversion, except that subsequent to approval of the plan by the shareholders or by the holders of voting interest in an unincorporated entity the plan may not be amended to change:

Copy link

(1)

the amount or kind of shares or other securities, interests, obligations, rights to acquire shares, other securities or interests, cash, or other property to be received under the plan by the shareholders or interest holders;

Copy link

(2)

the organic documents that will be in effect immediately following the conversion, except for changes permitted by a provision of the organic law of the surviving entity comparable to RSA 293-A:10.05; or

Copy link

(3)

any of the other terms or conditions of the plan if the change would adversely affect any of the shareholders or the interest holders in any material respect.

Copy link

(c)

Terms of a plan of entity conversion may be made dependent upon facts objectively ascertainable outside the plan in accordance with RSA 293-A:1.20(j). Source. 2013, 142:1, eff. Jan. 1, 2014.

Copy link

Source note

Source. 2013, 142:1, eff. Jan. 1, 2014.

Source history

2013, 142:1, eff. Jan. 1, 2014

Related materials

Bill relationships

2026 HB1629 amend · effective 2027-07-01
nce with RSA 77-A:18 [and RSA 77-E:12]. 19 Corporations, Associations, and Proprietors of Common Lands; Dissolution; Reinstatement Following Administrative Dissolution. Amend RSA 293-A.14.22, (a)(4) to read as follows: (4) contain a certificate from the department of revenue administration in accordance with RSA 77-A:18, III[, and RSA 77-E:12, III,] if such application is received by the secretary
2026 HB1629-FN amend · effective 2027-07-01
nce with RSA 77-A:18 [and RSA 77-E:12]. 19 Corporations, Associations, and Proprietors of Common Lands; Dissolution; Reinstatement Following Administrative Dissolution. Amend RSA 293-A.14.22, (a)(4) to read as follows: (4) contain a certificate from the department of revenue administration in accordance with RSA 77-A:18, III[, and RSA 77-E:12, III,] if such application is received by the secretary
2026 HB186 reference
A 126-X:8, XX, convert to either a domestic corporation organized under RSA 293-A or a limited liability company organized under to RSA 304-C, and may merge with a domestic business corporation organized under RSA 293-A or a limited liability company organized under RSA 304-C. 32 New Subparagraph; New Hampshire Business Corporation Act; Domestication and Conversion; Entity Conversion Authorized. ?Amend RSA 293-A:9.50 by inser
2026 HB186-FN-A amend
es; Definitions; Alternative Treatment Center. ? Amend RSA 126-X:1, I to read as follows: I. "Alternative treatment center" means a domestic business corporation organized under RSA 293-A, a domestic limited liability company organized under RSA 304-C, or a not-for-profit [entity] voluntary corporation organized under RSA 292 that is registered under RSA 126-X:7 and that acquires, possesses, cultivates,
2026 HB54 reference
A 126-X:8, XX, convert to either a domestic corporation organized under RSA 293-A or a limited liability company organized under to RSA 304-C, and may merge with a domestic business corporation organized under RSA 293-A or a limited liability company organized under RSA 304-C. 6 New SubParagraph; New Hampshire Business Corporation Act; Domestication and Conversion; Entity Conversion Authorized. ?Amend RSA 293-A:9.50 by insert
2026 HB54-FN amend
ses; Definitions; Alternative Treatment Center. ? Amend RSA 126-X:1, I to read as follows: I. "Alternative treatment center" means a domestic business corporation organized under RSA 293-A, a domestic limited liability company organized under RSA 304-C, or a not-for-profit [entity] voluntary corporation organized under RSA 292 that is registered under RSA 126-X:7 and that acquires, possesses, cultivates,
2026 SB479 amend
ses; Definitions; Alternative Treatment Center. ? Amend RSA 126-X:1, I to read as follows: I. "Alternative treatment center" means a domestic business corporation organized under RSA 293-A, a domestic limited liability company organized under RSA 304-C, or a not-for-profit [entity] voluntary corporation organized under RSA 292 that is registered under RSA 126-X:7 and that acquires, possesses, cultivates,
2026 SB479-FN amend
ses; Definitions; Alternative Treatment Center. ? Amend RSA 126-X:1, I to read as follows: I. "Alternative treatment center" means a domestic business corporation organized under RSA 293-A, a domestic limited liability company organized under RSA 304-C, or a not-for-profit [entity] voluntary corporation organized under RSA 292 that is registered under RSA 126-X:7 and that acquires, possesses, cultivates,
2026 SB651 amend
; Definition of Alternative Treatment Center. Amend RSA 126-X:1, I to read as follows: I. "Alternative treatment center" means a domestic business corporation organized under RSA 293-A, a domestic limited liability company organized under RSA 304-C, or a not-for-profit [entity] voluntary corporation organized under RSA 292 that is registered under RSA 126-X:7 that acquires, possesses, cultivates, manu
2026 SB651-FN-A amend
; Definition of Alternative Treatment Center. Amend RSA 126-X:1, I to read as follows: I. "Alternative treatment center" means a domestic business corporation organized under RSA 293-A, a domestic limited liability company organized under RSA 304-C, or a not-for-profit [entity] voluntary corporation organized under RSA 292 that is registered under RSA 126-X:7 that acquires, possesses, cultivates, manu