§ 29-2302 — Plan of interest exchange

A. A domestic entity may be the acquired entity in an interest exchange under this article by approving a plan of interest exchange. The plan must be in a record and contain all of the following:

1. The name and type of the acquired entity.

2. The name, jurisdiction of organization and type of the acquiring entity.

3. The manner of converting the interests in the acquired entity into interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing.

4. If the acquired entity is a filing entity, any proposed amendments to its public organizational document.

5. Any proposed amendments to the private organizational documents of the acquired entity that are in a record.

6. The other terms and conditions of the interest exchange, if any.

7. Any other provisions required by the laws of this state or the organizational documents of the acquired entity.

B. A plan of interest exchange may contain any other provisions not prohibited by law.