# Corporations and Associations (GCA)

## Title 9A. Maryland Revised Uniform Partnership Act

### Subtitle 12. Conversions of Partnerships

#### Section 9A-1201

(a) In this subtitle, "other entity" means:

  (1) A Maryland corporation incorporated under Title 2 of this article;

  (2) A foreign corporation, as defined in Sec. 1-101 of this article;

  (3) A domestic limited liability company, as defined in Sec.?4A-101 of this article;

  (4) A foreign limited liability company, as defined in Sec.?4A-101 of this article;

  (5) A limited partnership, including a limited partnership registered as a limited liability limited partnership under Sec.?10-805 of this article;

  (6) A foreign limited partnership;

  (7) A business trust, as defined in Sec. 1-101 of this article; or

  (8) Another form of unincorporated business formed under the laws of this State or the laws of the United States, another state of the United States, a territory, possession, or district of the United States, or a foreign country.

(b) Unless the partnership agreement provides otherwise, a partnership organized under the laws of this State may convert to an other entity by:

  (1) Approving the conversion in accordance with Sec. 9A-1202 of this subtitle; and

  (2) Filing for record with the Department articles of conversion executed in the manner required by Title 1 of this article.

(c) Before a partnership organized under the laws of this State may convert to an other entity in accordance with this subtitle, the partnership shall file or have filed for record with the Department:

  (1) A statement of authority in accordance with Sec. 9A-303 of this title; or

  (2) A certificate of limited liability partnership in accordance with Sec.?9A-1001 of this title.

(d) An other entity may convert to a partnership organized under the laws of this State by complying with the requirements of Sec.?9A-1202 of this subtitle and filing for record with the Department:

  (1) Articles of conversion executed by at least two partners; and

  (2) A statement of partnership authority that complies with Sec.?9A-303 of this title executed in the manner required by Sec. 9A-105(b) of this title or, in the case of the conversion of an other entity to a limited liability partnership, a certificate of limited liability partnership that complies with Sec.?9A-1001 of this title.

(e) The statutory conversion provisions of this subtitle do not preclude a partnership from being converted or merged by agreement or by operation of law.

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Md. Code Ann., Corps. & Ass'ns (as displayed at mgaleg.maryland.gov, October 16, 2026)
