Indiana § 23-0.6-4-4 Amendment or abandonment of plan of conversion

Indiana Statutes

§ 23-0.6-4-4 — Amendment or abandonment of plan of conversion

Indiana § 23-0.6-4-4

Title 23BUSINESS AND OTHER ASSOCIATIONS

Art. 0.6UNIFORM BUSINESS ORGANIZATION

Ch. 4Conversion

This text of Indiana § 23-0.6-4-4 (Amendment or abandonment of plan of conversion) is published on Counsel Stack Legal Research, covering Indiana primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

Ind. Code § 23-0.6-4-4 (2026).

Text

(a)A plan of conversion of a domestic converting entity may be amended:

(1)in the same manner as the plan was approved, if the plan does not provide for the manner in which it may be amended; or

(2)by its governing persons or interest holders in the manner provided in the plan, but an interest holder that was entitled to vote on or consent to approval of the conversion is entitled to vote on or consent to any amendment of the plan that will change:

(A)the amount or kind of interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing, to be received by any of the interest holders of the converting entity under the plan;

(B)the public organic record, if any, or private organic rules of the converted entity whic

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(a) A plan of conversion of a domestic
converting entity may be amended:
(1) in the same manner as the plan was approved, if the plan does
not provide for the manner in which it may be amended; or
(2) by its governing persons or interest holders in the manner
provided in the plan, but an interest holder that was entitled to
vote on or consent to approval of the conversion is entitled to vote
on or consent to any amendment of the plan that will change:
(A) the amount or kind of interests, securities, obligations,
money, other property, rights to acquire interests or securities,
or any combination of the foregoing, to be received by any of
the interest holders of the converting entity under the plan;
(B) the public organic record, if any, or private organic rules of
the converted entity which will be in effect immediately after
the conversion becomes effective, except for changes that do
not require approval of the interest holders of the converted
entity under its organic law or organic rules; or
(C) any other terms or conditions of the plan, if the change
would adversely affect the interest holder in any material
respect.
(b) After a plan of conversion has been approved and before articles
of conversion become effective, the plan may be abandoned as
provided in the plan or, unless prohibited by the plan, in the same
manner as the plan was approved.
(c) If a plan of conversion is abandoned after articles of conversion
have been delivered to the secretary of state for filing, articles of
abandonment, signed by the converting entity, must be delivered to the
secretary of state for filing before the articles of conversion become
effective. Articles of abandonment take effect on filing, and the
conversion is abandoned and does not become effective. Articles of
abandonment must contain:
(1) the name of the converting entity;
(2) the date on which articles of conversion were filed by the
secretary of state; and
(3) a statement that the conversion has been abandoned in
accordance with this section.