2021 Oregon Revised Statutes
Chapter 070 - Limited Partnerships
Section 70.510 - Action on plan of conversion.


(a) In the case of a limited partnership, by all the partners, unless a lesser vote is provided for in the certificate of limited partnership or, in the case of a foreign limited partnership, by the law of the jurisdiction in which the limited partnership is organized.
(b) In the case of a business entity other than a limited partnership, as provided by the statutes governing that business entity.
(2) After a plan of conversion is approved, and at any time before articles of conversion are filed, the planned conversion may be abandoned, subject to any contractual rights:
(a) By a limited partnership, without further action by the limited partners, in accordance with the procedure set forth in the plan of conversion or, if none is set forth, in the manner determined by the general partners.
(b) By a party to the conversion that is not a limited partnership, in accordance with the procedure set forth in the plan of conversion or, if none is set forth, in the manner permitted by the statutes governing that business entity. [1999 c.362 ยง58]

Structure 2021 Oregon Revised Statutes

2021 Oregon Revised Statutes

Volume : 02 - Business Organizations, Commercial Code

Chapter 070 - Limited Partnerships

Section 70.005 - Definitions.

Section 70.010 - Name of limited partnership; registration of assumed business name; application of other law.

Section 70.015 - Reservation of limited partnership name.

Section 70.025 - Registered agent; registered office; changing agent.

Section 70.030 - Change of address and resignation procedures for registered agent.

Section 70.040 - When Secretary of State to serve as agent; service on Secretary of State; when default may be entered.

Section 70.045 - Effect of ORS 70.020 to 70.040.

Section 70.050 - Records required in office in state; inspection.

Section 70.070 - Filing duty of Secretary of State.

Section 70.075 - Formation of limited partnership; certificate of limited partnership; rules.

Section 70.080 - Amendment of certificate.

Section 70.085 - Cancellation of certificate.

Section 70.090 - Execution of certificate.

Section 70.100 - Filing with Office of Secretary of State.

Section 70.105 - Remedy for false statements in certificate.

Section 70.125 - Date person becomes limited partner; admission of additional limited partner.

Section 70.135 - Liability of limited partner.

Section 70.140 - Liability of person who erroneously believes person is limited partner.

Section 70.145 - Powers of limited partner.

Section 70.180 - When person ceases to be general partner.

Section 70.185 - Rights, restrictions and liabilities of general partner.

Section 70.230 - Obligation of partner.

Section 70.255 - Withdrawal of partner.

Section 70.265 - Rights of partner regarding distribution; remedies.

Section 70.270 - Limit on distribution.

Section 70.275 - Liability of partner who receives return of contribution.

Section 70.300 - Assignee of partnership interest as limited partner.

Section 70.305 - Death, incompetency, dissolution or termination of partner.

Section 70.325 - When dissolution occurs.

Section 70.340 - Distribution of assets.

Section 70.350 - Law applicable to foreign limited partnership.

Section 70.355 - Registration of foreign limited partnership; rules.

Section 70.375 - Cancellation of registration.

Section 70.380 - Registration prerequisite to suing in state; effect on contracts, liability; agent.

Section 70.405 - Status of plaintiff.

Section 70.430 - Grounds for administrative action to inactivate certificate or registration of limited partnership.

Section 70.435 - Notice of administrative inactivation; effect of inactivation on authority of registered agent.

Section 70.440 - Reinstatement following administrative inactivation.

Section 70.500 - Definitions for ORS 70.500 to 70.540.

Section 70.505 - Conversion.

Section 70.510 - Action on plan of conversion.

Section 70.515 - Articles and plan of conversion.

Section 70.520 - Effect of conversion; assumed business name.

Section 70.525 - Merger.

Section 70.530 - Action on plan of merger.

Section 70.535 - Articles and plan of merger.

Section 70.540 - Effect of merger.

Section 70.605 - Application to partnerships existing prior to July 1, 1986.

Section 70.610 - Annual report; updates; rules.

Section 70.620 - Correction of documents; effective date of correction.

Section 70.990 - Penalty for signing false document.