(a) A domestic entity may be the acquired entity in an interest exchange under this subchapter by approving a plan of interest exchange. The plan shall be in a record and contain:
(1) The name and type of entity of the acquired entity;
(2) The name, jurisdiction of formation, and type of the acquiring entity;
(3) The manner of converting the interests in the acquired entity into interests, securities, obligations, rights to acquire interests or securities, money, or other property, or any combination of the foregoing;
(4) Any proposed amendments to the public organic record, if any, or private organic rules that are, or are proposed to be, in a record of the acquired entity;
(5) The other terms and conditions of the interest exchange; and
(6) Any other provision required by the law of the District or the organic rules of the acquired entity.
(b) A plan of interest exchange may contain any other provision not prohibited by law.
(July 2, 2011, D.C. Law 18-378, § 2, 58 DCR 1720; Mar. 5, 2013, D.C. Law 19-210, § 2(b)(12), 59 DCR 13171.)
This section is referenced in § 29-201.02.
The 2013 amendment by D.C. Law 19-210 inserted “of entity” following “type” in (a)(1); substituted “formation, and type” for “organization, and type” in (a)(2); substituted “money” for “cash” in (a)(3); and substituted “record, if any” for “document” in (a)(4).
Application of Law 19-210: Section 7 of D.C. Law 19-210 provided that the act shall apply as of January 1, 2012.
Structure District of Columbia Code
Title 29 - Business Organizations. [Enacted title]
Chapter 2 - Entity Transactions
Subchapter III - Interest Exchange
§ 29–203.01. Interest exchange authorized
§ 29–203.02. Plan of interest exchange
§ 29–203.03. Approval of interest exchange
§ 29–203.04. Amendment or abandonment of plan of interest exchange