{"data":{"id":"us-ks/k.s.a.-17-78-403","jurisdiction":"us-ks","citation":"K.S.A. 17-78-403","heading":"Approval of conversion.","body":"(a) An agreement of conversion is not effective unless it has been approved:\n(1) By a domestic converting entity:\n(A) In accordance with the requirements, if any, in its organic rules for approval of a conversion;\n(B) if its organic rules do not provide for approval of a conversion, in accordance with the requirements, if any, in its organic law and organic rules for approval of:\n(i) In the case of an entity that is not a corporation, a merger, as if the conversion were a merger; or\n(ii) in the case of a corporation, a merger requiring approval by a vote of the interest holders of the corporation, as if the conversion were that type of merger; or\n(C) if neither its organic law nor organic rules provide for approval of a conversion or a merger described in subparagraph (B), by all of the interest holders of the entity entitled to vote on or consent to any matter; and\n(2) in a record, by each interest holder of a domestic converting entity that will have interest holder liability for liabilities that arise after the conversion becomes effective, unless, in the case of an entity that is not a corporation:\n(A) The organic rules of the entity provide in a record for the approval of a conversion or a merger in which some or all of its interest holders become subject to interest holder liability by the vote or consent of fewer than all of the interest holders; and\n(B) the interest holder voted for or consented in a record to that provision of the organic rules or became an interest holder after the adoption of that provision.\n(b) A conversion of a foreign converting entity is not effective unless it is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of organization.","path":["Chapter 17.—CORPORATIONS","Article 78.—BUSINESS ENTITY TRANSACTIONS ACT"],"source_url":"https://www.ksrevisor.gov/statutes/chapters/ch17/017_078_0403.html","current_through":"2025 legislative session","vintage":"","retrieved_at":"2026-09-04T15:10:48Z","sha256":"f6a5c02f175b8769aa86942424b5bc97e89db7f5638a3dc808d5cd4627999058","source_id":"us-ks","stale":false,"prev":"us-ks/k.s.a.-17-78-402","next":"us-ks/k.s.a.-17-78-404"},"notice":"GroundRules: Original legal text. Not legal advice."}