The bill amends the Uniform Partnership Act in Iowa to facilitate the conversion of domestic partnerships into various forms of domestic or foreign organizations. It establishes definitions for terms such as "converted organization" and "converting organization," and outlines the requirements for a partnership to convert to another type of organization. The conversion process requires a plan that must be approved by all partners or a specified percentage in the partnership agreement. This plan must include details such as the name and type of the converted organization, the terms of conversion, and the organizational documents of the new entity. After approval, the partnership must file articles of conversion with the Secretary of State, which will take effect upon filing or at a later specified date.

Additionally, the bill clarifies the effects of conversion, stating that all property and obligations of the converting organization will transfer to the converted organization, and any pending legal actions will continue as if the conversion had not occurred. It also includes provisions for converted foreign organizations, requiring them to consent to the jurisdiction of Iowa courts for obligations incurred prior to conversion. The bill introduces a new fee for articles of conversion and updates certain legal language, such as changing "articles" to "certificate" in reference to limited liability companies.

Statutes affected:
Introduced: 486A.901, 486A.902, 486A.904, 486A.1202, 488.1101