Free - West Virginia

Natalie E. Tennant Secretary of State State Capitol Bldg. 1900 Kanawha Blvd. East Charleston, WV 25305 www.wvsos.com FEE: $25

Penney Barker, Manager Corporations Division Tel: (304) 558-8000 Fax: (304) 558-8381 Hrs - 8:30-5:00pm

WEST VIRGINIA
STATEMENT OF CONVERSION

[email protected]

of a domestic corporation to a domestic limited liability company (form to accompany the articles of organization)

In accordance with §31D-11-1109 of the Code of West Virginia, the undersigned organization adopts the following Articles of Conversion.

(Check appropriate boxes and complete each line of the application) 1. 2. The corporation was converted to a limited liability company The name of the corporation that converted to a limited liability company, and if it has been changed, the name under which it was originally incorporated is:

3.

The date of filing of its original articles of incorporation with the West Virginia Secretary of State's Office is: . The name of the limited liability company into which the corporation shall be converted is:

4.

5.

The following statement must be checked before the Secretary of State can approve the conversion. The conversion has been approved in accordance with the provisions of West Virginia Code §31D11-1109. (see below)
31D-11-1109 (b) The Board of Directors of the corporation which desires to convert under this section shall adopt a plan of conversion approving the conversion and recommending the approval of the conversion by the shareholders of the corporation. Such resolution shall be submitted to the shareholders of the corporation at an annual or special meeting. The corporation must notify each shareholder, whether or not entitled to vote of the meeting of shareholders at which the plan of conversion is to be submitted for approval. At the meeting, t he plan of conversion shall be considered and a vote taken for its adoption or rejection. Approval of the plan of conversion requires the approval of all of the shareholders, whether or not entitled to vote.

6.

The requested effective date is: [Requested date may not be earlier than
filing nor later than 90 days after filing.]

the date and time of filing the following date:

7.

Contact name and number of person to reach in case of problem with filing: (optional, however, listing
one may help to avoid a return or rejection of filing if there appears to be a problem with the document)

Name: 8. Signature of person executing document:

Phone:

Signature
Form CD-10

Capacity in which he/she is signing
(Example: member, manager, etc.)

Issued by the WV Secretary of State
PRINT THIS COPY, THEN CLICK HERE TO RESET.

Revised 1/09