(b) The name, form type of business entity, and the identity of the jurisdiction that will govern the business governing law of the converted entity after conversion.

(d) The manner and basis of converting the shares or other ownership interests, securities, or obligations of the business converting entity that is to be converted into the shares or other ownership interests, securities, or obligations of the new form of business converted entity, rights to acquire such interests or securities, money, other property, or any combination of the foregoing.

(e) The effective date and time of the conversion, if the conversion is to be effective other than at the close of business on the date of filing the certificate articles of conversion, as provided under s. 180.0123.

180.1161 (3) (f) The organizational documents of the converted entity that are to be in a record immediately after the conversion becomes effective.

(g) Any other matters required by the governing law of the converting entity.

180.1161 (3m) In addition to the requirements of sub. (3), a plan of conversion may contain any other provision relating to the conversion and not prohibited by law.

180.1161 (4) (intro.) When a conversion is effective, all of the following shall occur apply:

(a) 1. Except with respect to taxation laws of each jurisdiction that are applicable upon the conversion of the business entity, the business The converting entity that was continues its existence in the form of the converted entity and is the same entity that existed before the conversion, except that the converting entity is no longer subject to the applicable governing law of the jurisdiction that governed the organization of the prior form of business entity that applied prior to the conversion and is subject to the applicable governing law of the jurisdiction that governs the new form of business converted entity.

180.1161 (4) (a) 2. a. Except as provided in this subdivision, no interest holder shall have interest holder liability with respect to the converting or converted entity.

b. If, under the governing law of the converting entity, one or more of the interest holders thereof had interest holder liability prior to the conversion with respect to the converting entity, such interest holder or holders shall continue to have such liability and any associated contribution and other rights to the extent provided in such governing law with respect to the debts, obligations, and other liabilities of the converting entity that accrued during the period or periods in which such interest holder or holders had such interest holder liability.

c. If, under the governing law of the converted entity, one or more of the interest holders thereof will have interest holder liability after the conversion with respect to the converted entity, such interest holder or holders will have such liability and any associated contribution and other rights to the extent provided in such governing law with respect to the debts, obligations, and other liabilities of the converted entity that accrue after the conversion.

d. This subdivision does not affect liability under any taxation laws.

180.1161 (4) (b) The business converted entity continues to have has all debts, obligations, and other liabilities of the business converting entity that was converted.

(c) The business entity continues to be vested with title to all property owned by the business converting entity that was is vested in the converted entity without transfer, reversion, or impairment.

(d) The articles of incorporation, articles of organization, certificate of limited partnership, or other similar governing document, whichever is applicable, organizational documents of the business converted entity are as provided in the plan of conversion and, to the extent such organizational documents are to be reflected in a public record, as provided in the articles of conversion.

180.1161 (4) (f) The interests of the converting entity that are to be converted into interests, securities, or obligations of the surviving entity, rights to acquire such interests or securities, money, other property, or any combination of the foregoing, are converted as provided in the plan of conversion, and the former interest holders of the converting entity are entitled only to the rights provided in the plan of conversion or to their rights, if any, under ss. 178.1161, 179.1161, 180.0301 to 180.1331, 181.1180, or 183.1061 or otherwise under the governing law of the converting entity. All other terms and conditions of the conversion also take effect.

(g) Except as prohibited by other law or as otherwise provided in the articles and plan of conversion, all of the rights, privileges, immunities, powers, and purposes of the converting entity vest in the converted entity.

(h) Except as otherwise provided in the articles and plan of conversion, if the converting entity is a partnership, limited liability company, or other entity subject to dissolution under its governing law, the conversion does not dissolve the converting entity for the purposes of its governing law.

180.1161 (5) (am) (intro.) After the converting entity has approved a plan of conversion is submitted and approved, the business entity that is to be converted in accordance with its governing law, the converting entity shall deliver, or cause to be delivered, to the department for filing a certificate articles of conversion that includes include all of the following: