California > Secretary Of State > General Partnerships
Certificate Of Conversion CONV-1A - California
| Certificate Of Conversion Form. This is a California form and can be used in General Partnerships Secretary Of State . |
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Changes to California Business Entity Filings effective January 1, 2013 As of January 1, 2013, new legal requirements apply to business entity documents filed with the California Secretary of State's office. Entity and Agent Addresses All formation/registration documents must include the business entity street address and mailing address. All foreign corporation and foreign limited liability company registration documents must include the street address of the principal business office address in California, if one exists. All documents listing an individual person as an agent for service of process must include the agent's California street address. All corporate agents filing a certificate pursuant to California Corporations Code section 1505 must include the California street address where process may be served. A post office box address for an agent for service of process will not be accepted on any document. Future File Date Requests All future file date requests for corporation and limited liability company documents must be included within the document submitted or as an attachment to be made part of the filed document. Corporation and limited liability company documents received before January 1, 2013, with a future file date on or after January 1, 2013, must comply with the entity and agent addresses requirements listed above. This information may be included in an attachment as part of the filed document. Copy Requests The Secretary of State will no longer endorse and certify customer-provided copies. However, a customer who submits documents with a filing fee of $25.00 or more will receive one (1) uncertified copy of the documents for free and, at the time of filing, the free copy may be certified for a $5.00 certification fee. Customers requesting additional copies will be charged $1.00 for the first page and $0.50 for each additional page. Each certified copy requires an additional $5.00 certification fee. Note: While domestic stock and foreign corporations are required to pay a total of $25.00 when filing the required Statement of Information, the total fees include a $20.00 filing fee and a $5.00 disclosure fee. Therefore, customers requesting copies of a Statement of Information (corporation or limited liability company) must include the copy fees described above. SB 1532 - Business Entities Filings (Rev. 11/21/2012) CONV-1A File # State of California Secretary of State Certificate of Conversion IMPORTANT -- Read all instructions before completing this form. This Space For Filing Use Only Converted Entity Information 1. NAME OF CONVERTED ENTITY 2. FORM OF ENTITY 3. JURISDICTION 4. MAILING ADDRESS OF CHIEF EXECUTIVE OFFICE CITY STATE ZIP CODE 5. STREET ADDRESS OF CHIEF EXECUTIVE OFFICE CITY STATE ZIP CODE 6. STREET ADDRESS OF THE CALIFORNIA OFFICE, IF ANY CITY STATE ZIP CODE CA 7. MAILING ADDRESS OF AGENT FOR SERVICE OF PROCESS CITY STATE ZIP CODE Converting Entity Information 8. NAME OF CONVERTING ENTITY 9. FORM OF ENTITY 10. JURISDICTION 11. CA SECRETARY OF STATE FILE NUMBER, IF ANY 12. THE PRINCIPAL TERMS OF THE PLAN OF CONVERSION WERE APPROVED BY A VOTE OF THE NUMBER OF INTERESTS OR SHARES OF EACH CLASS THAT EQUALED OR EXCEEDED THE VOTE REQUIRED. IF A VOTE WAS REQUIRED, PROVIDE THE FOLLOWING FOR EACH CLASS: STATE THE CLASS AND NUMBER OF OUTSTANDING INTERESTS ENTITLED TO VOTE AND THE PERCENTAGE VOTE REQUIRED OF EACH CLASS Additional Information 13. ADDITIONAL INFORMATION SET FORTH ON THE ATTACHED PAGES, IF ANY, IS INCORPORATED HEREIN BY THIS REFERENCE AND MADE A PART OF THIS CERTIFICATE. 14. I CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT OF MY OWN KNOWLEDGE. I DECLARE I AM THE PERSON WHO EXECUTED THIS INSTRUMENT, WHICH EXECUTION IS MY ACT AND DEED. DATE SIGNATURE OF AUTHORIZED PERSON TYPE OR PRINT NAME AND TITLE OF AUTHORIZED PERSON SIGNATURE OF AUTHORIZED PERSON CONV-1A (REV 01/2013) TYPE OR PRINT NAME AND TITLE OF AUTHORIZED PERSON APPROVED BY SECRETARY OF STATE Instructions for Completing the Certificate of Conversion (Form CONV-1A) Where to File: For easier completion, this form is available on the Secretary of State's website at www.sos.ca.gov/business/be/forms.htm and can completed online and printed to mail. The completed form can be mailed to Secretary of State, Document Filing Support Unit, 1500 11th Street, 3rd Floor, Sacramento, CA 95814 or delivered in person (drop off) to the Sacramento office. If you are not completing this form online, please type or legibly print in black or blue ink. This form is filed only in the Sacramento office. Legal Authority: Statutory provisions for conversion purposes are found in the California Corporations Code commencing with sections 1150, 3300, 15911.01, 16901 and 17540.1. All statutory references are to the California Corporations Code, unless otherwise stated. Note: If the converting entity is a domestic (California) limited partnership, signing Form CONV-1A constitutes an affirmation under penalty of perjury that the facts stated in the document are true. (Section 15902.08(b).) Form CONV-1A may be used for the following conversions: A California limited liability company, California limited partnership or California general partnership converting into a foreign other business entity; or A California stock corporation, California limited liability company, California limited partnership or foreign other business entity converting into a California general partnership that does not desire to register in California. If the California general partnership wants to register as part of the conversion use FORM GP-1A. The conversion of a California corporation, California limited liability company, California limited partnership, or California general partnership may be effected ONLY if: (1) the state laws of the converting entity and converted entity expressly permit the formation of that converted entity pursuant to a conversion; and (2) the conversion complies with any and all other applicable California and foreign laws. There are no statutory provisions in California allowing a California corporation to convert into a foreign corporation or a foreign other business entity. The term "other business entity" is defined in sections 1150, 15911.01, 16901 and 17001. Fees: If a California corporation is the converting entity, the filing fee is $150.00. For all other conversions, the filing fee is $30.00. A non-refundable $15.00 special handling fee is
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