Sec. 31. 31 MRSA §§746 and 747 are enacted to read:

§746.__Conversion of business entity

1.__Definitions.__For purposes of this section, "business entity" or "business entities" means domestic or foreign corporations, limited liability companies, general partnerships and limited partnerships.

2.__Authority.__A business entity may convert to another type of business entity by complying with the requirements of Title 13-A, section 912.

§747.__Approval of conversion of limited liability company or

other business entity

A limited liability company may convert to another business entity, as described in section 746, other than a limited liability company, upon the authorization of the conversion in accordance with this section and to the extent authorized by and in accordance with applicable statutes to convert to any other business entity.__If the operating agreement specifies the manner of authorizing a conversion of the limited liability company, the conversion is authorized as specified in the provisions of the operating agreement, as long as the provisions do not explicitly exclude conversions.__If the operating agreement does not specify the manner of authorizing a conversion of the limited liability company and does not prohibit a conversion, the conversion is authorized in the same manner as is specified in the operating agreement for authorizing a merger or consolidation that involves the limited liability company as a constituent party to the merger or consolidation.__If the operating agreement does not specify the manner of converting a limited liability company or the merger or consolidation of the limited liability company, the conversion is authorized in the same manner as is specified in section 742 authorizing a merger or consolidation that involves the limited liability company that is a constituent party to the merger or consolidation.