1. Continuation. The legal existence of an entity shall not terminate as a result of a conversion under section 534.509. The entity resulting from a conversion shall be a continuation of the same corporate entity which adopted the plan of conversion.
2. Liabilities. The corporation resulting from a conversion is liable for all obligations incurred by the corporation before, during or after the conversion.
3. Assets. All property of the corporation adopting a plan of conversion, including its rights, titles, and interests in and to all property of whatever kind, whether real, personal or mixed, choses in action, and every other right and privilege immediately vests in the corporation resulting from the conversion, by act of law and without any other conveyance, act or deed, except to the extent an interest in property passes to another person under the explicit terms of the plan of conversion.
4. Pending actions. Pending actions in any court or tribunal to which the corporation adopting a plan of conversion is a party shall not be abated or discontinued by reason of the conversion, but may be prosecuted in the same manner as if the conversion had not been made.
[C35, § 9402-f1-9402-f8; C39, § 9315.1, 9402.1-9402.8; C46, 50, 54, 58, § 534.10, 534.102-534.109; C62, 66, 71, 73, 75, 77, 79, 81, § 534.24-534.30; 82 Acts, ch 1253, § 31]
C83, § 534.93
C85, § 534.510
Referred to in § 534.509, 534.519
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