In California, can I convert my/our LLC into an other business entity?
In some instances, an LLC may be converted into an other business entity or a foreign other business entity [see Corp. Code § 17710.01(j), (k) (definitions)] or a foreign LLC [see Corp. Code § 17701.02(j) (definition)] if, pursuant to a conversion into a domestic or foreign general partnership or limited partnership or into a foreign LLC, each of the members of the converting LLC [see Corp. Code § 17701.02(c) (definition)] will receive a percentage interest in profits and capital of the converted entity equal to that member’s percentage interest in profits and capital of the converting limited liability company as of the effective time of the conversion [Corp. Code § 17710.02(a)(1)].
An LLC may be converted into an other business entity or a foreign other business entity other than a general or limited partnership or foreign LLC if both of the following occur [Corp. Code § 17710.02(a)(2)]:
•Each of the membership interests of the same class is treated equally with respect to any distribution of cash, property, rights, interests, or securities of the converted entity, unless all members of the class consent; and
•The nonredeemable membership interests of the converting LLC are converted only into nonredeemable interests or securities of the converted entity, unless all holders of the nonredeemable interests consent.
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