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 introduces new definitions and processes for conversion, allowing a domestic partnership to convert into another type of organization, provided that the governing statute of the new organization permits such a conversion and that the conversion complies with applicable laws. The conversion process requires the approval of all partners or a specified percentage as outlined in the partnership agreement, and necessitates the creation of a plan of conversion that includes essential details about both the converting and converted organizations.

Additionally, the bill outlines the effects of conversion, stating that all property, debts, and obligations of the converting organization will transfer to the converted organization, and any ongoing legal actions will continue as if the conversion had not occurred. It also specifies that a general partner remains liable for obligations incurred before the conversion. The bill includes provisions for filing articles of conversion with the secretary of state, and it introduces a new fee for this process. Furthermore, it updates certain legal language, such as changing "articles" to "certificate" in reference to the organizational documents of limited liability companies.

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