Maine Code § 31-1435

Effect of conversion
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1. Same entity. An organization that has been converted pursuant to this subchapter is for all
purposes the same entity that existed before the conversion.
[PL 2005, c. 543, Pt. C, §2 (NEW).]
2. Effect of conversion. When a conversion takes effect:
A. All property owned by the converting organization remains vested in the converted
organization; [PL 2005, c. 543, Pt. C, §2 (NEW).]
B. All debts, liabilities and other obligations of the converting organization continue as obligations
of the converted organization; [PL 2005, c. 543, Pt. C, §2 (NEW).]
C. An action or proceeding pending by or against the converting organization may be continued
as if the conversion had not occurred; [PL 2005, c. 543, Pt. C, §2 (NEW).]
D. Except as prohibited by other law, all of the rights, privileges, immunities, powers and purposes
of the converting organization remain vested in the converted organization; [PL 2005, c. 543, Pt.
C, §2 (NEW).]
E. Except as otherwise provided in the plan of conversion, the terms and conditions of the plan of
conversion take effect; and [PL 2005, c. 543, Pt. C, §2 (NEW).]
F. Except as otherwise agreed, the conversion does not dissolve a converting limited partnership
for the purposes of subchapter 8. [PL 2005, c. 543, Pt. C, §2 (NEW).]
[PL 2005, c. 543, Pt. C, §2 (NEW).]
3. Foreign organization; Secretary of State as agent. A converted organization that is a foreign
organization consents to the jurisdiction of the courts of this State to enforce any obligation owed by
the converting organization, if before the conversion the converting organization was subject to suit in
this State on the obligation. A converted organization that is a foreign organization and not authorized
to transact business in this State may be served with process at the address required in the articles of
conversion under section 1434, subsection 1, paragraph A, subparagraph (6).
[PL 2007, c. 323, Pt. F, §34 (AMD); PL 2007, c. 323, Pt. G, §4 (AFF).]

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