Rhode Island General Laws
Part 5 - Domestication [Effective January 1, 2023.]
Section 7-12.1-1154. - Amendment or abandonment of plan of domestication. [Effective January 1, 2023.]

§ 7-12.1-1154. Amendment or abandonment of plan of domestication. [Effective January 1, 2023.]
(a) A plan of domestication of a domestic domesticating limited liability partnership may be amended:
(1) In the same manner as the plan was approved, if the plan does not provide for the manner in which it may be amended; or
(2) By its partners in the manner provided in the plan, but a partner that was entitled to vote on or consent to approval of the domestication is entitled to vote on or consent to any amendment of the plan that will change:
(i) The amount or kind of interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing, to be received by any of the partners of the domesticating limited liability partnership under the plan;
(ii) The partnership agreement of the domesticated limited liability partnership that will be in effect immediately after the domestication becomes effective, except for changes that do not require approval of the partners of the domesticated limited liability partnership under its organic law or partnership agreement; or
(iii) Any other terms or conditions of the plan, if the change would adversely affect the partner in any material respect.
(b) After a plan of domestication has been approved by a domestic domesticating limited liability partnership and before a statement of domestication becomes effective, the plan may be abandoned as provided in the plan. Unless prohibited by the plan, a domestic domesticating limited liability partnership may abandon the plan in the same manner as the plan was approved.
(c) If a plan of domestication is abandoned after a statement of domestication has been filed with the secretary of state and before the statement becomes effective, a statement of abandonment, signed by the domesticating limited liability partnership, must be filed with the secretary of state before the statement of domestication becomes effective. The statement of abandonment takes effect on filing, and the domestication is abandoned and does not become effective. The statement of abandonment must contain:
(1) The name of the domesticating limited liability partnership;
(2) The date on which the statement of domestication was filed by the secretary of state; and
(3) A statement that the domestication has been abandoned in accordance with this section.
History of Section.P.L. 2022, ch. 123, § 2, effective January 1, 2023; P.L. 2022, ch. 124, § 2, effective January 1, 2023.

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