When converting a corporation to a limited liability company, is the certificate of conversion signed by a member of the limited liability company?
No. The certificate would be signed by an officer of the corporation, because it is subject to the law governing it as a corporation before the effective date of its conversion to a limited liability company. We are converting an Illinois corporation, licensed in Wisconsin, to a Kansas limited liability company. Is filing a certificate of conversion the appropriate method of recognizing that change in Wisconsin? No. In order to file a certificate of conversion in Wisconsin, the entity must be a Wisconsin entity before the conversion or after the conversion. If the Kansas limited liability company resulting from the conversion will be transacting business in Wisconsin, it would apply to register in Wisconsin as a foreign limited liability company.
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