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IA HSB211
SB
Status
2/19/2025
Primary Sponsor
Judiciary
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AI Summary
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Amends Iowa's Uniform Partnership Act (Code chapter 486A) to allow domestic partnerships to convert into any type of domestic or foreign organization, not just limited partnerships as currently permitted
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Establishes a detailed conversion process requiring a plan of conversion approved by all partners (or percentage specified in partnership agreement) that includes the converting organization's name, converted organization's details, terms and conditions, and organizational documents
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Requires filing of articles of conversion with the Secretary of State for a $50 fee, with conversion taking effect upon filing or at a later specified date
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Provides that after conversion, all property, debts, liabilities, and pending legal actions of the converting partnership transfer to the converted organization, with general partners remaining liable for obligations incurred before conversion
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Specifies that converted foreign organizations consent to Iowa court jurisdiction for pre-conversion obligations and must appoint the Secretary of State as agent for service of process if not authorized to transact business in Iowa
Legislative Description
A bill for an act providing for the conversion of partnerships into other forms of domestic or foreign organizations, and providing for fees.(See HF 2536.)
Last Action
Committee report approving bill, renumbered as HF 2536.
2/16/2026