§ 48-3a-1032. Plan of interest exchange.

(1) A domestic limited liability company may be the acquired entity in an interest exchange under Sections 48-3a-1031 through 48-3a-1036 by approving a plan of interest exchange. The plan must be in a record and contain:

(a) the name of the acquired entity;

(b) the name, jurisdiction of formation, and type of entity of the acquiring entity;

(c) the manner of converting the interests in the acquired entity into interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing;

(d) any proposed amendments to the certificate of organization or operating agreement that are, or are proposed to be, in a record of the acquired entity;

(e) the other terms and conditions of the interest exchange; and

(f) any other provision required by the law of this state or the operating agreement of the acquired entity.

(2) In addition to the requirements of Subsection (1), a plan of interest exchange may contain any other provision not prohibited by law.

Enacted by Chapter 412, 2013 General Session