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COMMONWEALTH OF VIRGINIA

STATE CORPORATION COMMISSION

LLC-1010.1

ARTICLES OF ORGANIZATION FOR CONVERSION OF A VIRGINIA OR FOREIGN

(07/13)

PARTNERSHIP OR LIMITED PARTNERSHIP TO A VIRGINIA LIMITED LIABILITY COMPANY

The undersigned, on behalf of the partnership or limited partnership set forth below, pursuant to Title 13.1, Chapter 12, Article 2 of

the Code of Virginia, states as follows:



1. The name of the former

partnership or

limited partnership (mark one) is

________________________________________________________________________________________________.

2. The state or other jurisdiction under whose law the (limited) partnership is formed is _____________________________.

3. A. The date and place of filing of the initial certificate or statement of partnership, certificate of limited partnership or

similar document of the former partnership or limited partnership (if any) are:

date: _______________________; place of filing: ____________________________________________________.

B. If the former partnership or limited partnership is a registered limited liability partnership, the date and place of filing of

the initial statement of registration (or similar document) as a registered limited liability partnership are:

date: _______________________; place of filing: ____________________________________________________.

4. The name of the limited liability company upon conversion is

________________________________________________________________________________________________.

(The name must contain the words limited company or limited liability company or the abbreviation L.C., LC, L.L.C. or LLC)

5. A. The name of the limited liability company’s initial registered agent is

_____________________________________________________________________________________________.

B. The registered agent is (mark appropriate box)

(1) an INDIVIDUAL who is a resident of Virginia and



a member or manager of the limited liability company.



a member or manager of a limited liability company that is a member or manager of the limited liability company.



an officer or director of a corporation that is a member or manager of the limited liability company.



a general partner of a general or limited partnership that is a member or manager of the limited liability company.



a trustee of a trust that is a member or manager of the limited liability company.



a member of the Virginia State Bar.



(2)

a domestic or foreign stock or nonstock corporation, limited liability company or registered limited liability

partnership authorized to transact business in Virginia.

6. The limited liability company’s initial registered office address, including the street and number, if any, which is identical to

the business office of the initial registered agent, is

__________________________________________________________________________ VA __________________,

(number/street)

(city or town)

(zip)



which is located in the

county or

city of ___________________________________________________________.

7. The limited liability company’s principal office address, including the street and number is

________________________________________________________________________________________________.

(number/street)

(city or town)

(state)

(zip)

8. The terms and conditions of this conversion were approved by the partners in the manner provided in the partnership’s

agreement for amendments to the partnership agreement or by all of the partners.

Signed on behalf of the partnership / limited partnership by:

__________________________________________________

(signature)

________________________

__________________

__________________________________________________

(telephone number (optional))

(date)

(printed name and title)

Personal Information, such as a social security number, should NOT be included in a business entity document submitted to the Office of the Clerk for

filing with the Commission. For more information, see Notice Regarding Personal Identifiable Information at

REVIEW THE INSTRUCTIONS THAT FOLLOW BEFORE SUBMITTING THIS FORM.

Form Llc-1010.1 - Articles Of Organization For Conversion Of A Virginia Or Foreign Partnership Or Limited Partnership To A Virginia Limited Liability Company

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