California · Corporations Code

CORP §16955: (a) A domestic partnership, other than a limited partnership, may convert to a registered limited liability partnership by the vote of the partners possessing a majority of the interests of its partne

Civil

What this law says, in plain English

A domestic partnership may convert to a registered limited liability partnership by majority vote of partners. Upon conversion, the partnership's property, debts, and legal proceedings transfer to the new entity, and partners continue in their capacity.

Read the full statutory text
(a) A domestic partnership, other than a limited partnership, may convert to a registered limited liability partnership by the vote of the partners possessing a majority of the interests of its partners in the current profits of the partnership or by a different vote as may be required in its partnership agreement. (b) When such a conversion takes effect, all of the following apply: (1) All property, real and personal, tangible and intangible, of the converting partnership remains vested in the converted registered limited liability partnership. (2) All debts, obligations, liabilities, and penalties of the converting partnership continue as debts, obligations, liabilities, and penalties of the converted registered limited liability partnership. (3) Any action, suit, or proceeding, civil or criminal, then pending by or against the converting partnership may be continued as if the conversion had not occurred. (4) To the extent provided in the agreement of conversion and in this chapter, the partners of a partnership shall continue as partners in the converted registered limited liability partnership. (5) A partnership that has been converted to a registered limited liability partnership pursuant to this chapter is the same person that existed prior to the conversion.

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This page is legal information, not legal advice. Code text is sourced from official publications and may lag amendments — always confirm at the official source linked above. Plain-English summaries and relationship data are AI-derived and reviewed on an ongoing basis; verify with a licensed attorney before acting.