RVUE Holdings Inc. (fka RVUE)

[nosfelle]

http://www.nolo.com/legal-encyclopedia/converting-corporation-s-corporation-llc.html

1. Statutory conversion is a relatively new, streamlined procedure, available in many states, that allows you to convert your corporation to an LLC by filing a few forms with the secretary of state’s office. Each state that permits statutory conversions has its own specific forms and rules. However, generally speaking, steps for a statutory conversion include:
•have the corporation directors approve the conversion and prepare a plan of conversion
•have the directors recommend approval of the conversion and the plan to the stockholders
•have a majority of stockholders vote to approve the conversion; and
•file a certificate of conversion, and, as necessary, also an LLC certificate of formation and other required documents with the Secretary of state.

While there are important technical distinctions between a statutory conversion and other types of conversion, the practical effects are the same: People who previously were corporate stockholders are now members of your new LLC, the assets and liabilities of your corporation are now assets and liabilities of your new LLC, and your corporation ceases to exist. A key point about statutory conversions is that all these effects occur automatically by operation of law rather than through separate, formal agreements regarding exchanges of stock and transfers of assets and liabilities, and without additional filings with the secretary of state. Statutory conversion is usually the quickest and most inexpensive way to convert from a corporation to an LLC. In those states where it’s available, it will generally be your best option.


$RVUE