Statement of Conversion: Foreign LP Converting to any Domestic Entity 08-0584 New 07/01/2014 Instructions Page 1 of 4 STATEMENT OF CONVERSION Specifically for Foreign (non-Alaskan) Limited Partnership with AK Entity # Converting to Any Domestic (Alaskan) Entity which will continue to conduct business in Alaska. Under the Alaska Entity Transaction Act AS 10.55.401-10.55.406 $25.00 Statement of Conversion Filing Fee (non-refundable) INSTRUCTIONS FOR STATEMENT OF CONVERSION (Please retain for your records): IMPORTANT: This form is to be used only if the converted entity (listed in Item # 2 on the Statement of Conversion) will continue to be doing business in Alaska. If the converted entity will not be doing business in Alaska, then you must use form 08-588, Any Domestic (Alaskan) Entity Converting to an Unqualified Domestic (Alaskan) or Foreign (Non-Alaskan) Entity Not Conducting Business in Alaska. NOTICE: Please verify the following for the converting entity before completing the application: Is the qualified entity (on record with this division) in 223Good Standing224 status? Are the officials on record correct, current and up to date? (Used to verify signatures for this filing.) Is the Registered Agent information on record correct, current and up to date? To verify the above information you may search for the entity by going to the above website, click License Search and under Search License Data select Corporations. If the officials have changed then please submit a Certificate of Correction for a Foreign Limited Partnership located on the above website under Forms and Fees. If the Registered Agent information needs to be updated please submit a Statement of Change located on the above website under Forms and Fees. Select the appropriate version based on your entity type. WHAT IS A CONVERSION? Conversion (when an entity changes/transforms from one type of entity into a different type of entity) means a transaction authorized by AS 10.55.401-10.55.406, with the exception of the entities excluded under AS 10.55.110. Under this: Except as otherwise provided in this section; a foreign (non-Alaskan) limited partnership may become a domestic (Alaskan) entity of a different type if the conversion is authorized by the law of the foreign jurisdiction. Corporations Section State Office Building, 333 Willoughby Avenue, 9th Floor PO Box 110806, Juneau, AK 99811-0806 Phone: (907) 465-2550 Fax: (907) 465-2974 Email: corporations@alaska.gov Website: http://commerce.alaska.gov/cbpl/corp ALASKADepartment of Commerce, Community, and Economic DevelopmentDivision of Corporations, Business and Professional Licensing THESTATEof American LegalNet, Inc. www.FormsWorkFlow.com Statement of Conversion: Foreign LP Converting to any Domestic Entity 08-0584 New 07/01/2014 Instructions Page 2 of 4 NOTICE: If the converting (changing from) foreign (non-Alaskan) limited partnership results in a domestic (Alaska) entity which must qualify in the state of Alaska then necessary creation filing must be filed in conjunction with the Statement of Conversion along with the additional creation/registration filing fee. ITEM 1: Provide the name of the converting (changing from) foreign (non-Alaska) limited partnership, the Alaska Entity # (if applicable), and State of domicile or jurisdiction. ITEM 2: Provide the name of the converted (changing to) entity which continues to conduct business in Alaska after the conversion If the converted entity is a domestic (Alaska) entity, or a foreign (non-Alaska) entity which must qualify in the state of Alaska (obtain an Alaska Entity Number) then: The converted entity name must be in accordance with AS 10.06-10.50 and AS 32.11. The converted entity name may not contain a word or phrase that indicates or implies that the corporation is organized for a purpose other than the purpose contained in its articles of incorporation. A converted entity name must be distinguishable upon the record. To search the availability of the legal name of the entity in the State of Alaska go to the above website, click License Search, and select Search Corporations Database. NOTE: the name of the converted entity listed in Item # 2 on the Statement of Conversion must match the name of the entity on the creation filing. ITEM 3: (Optional) The future effective date of conversion, if different from date of filing, must be a specific future date and cannot exceed 90 days from date of filing. Future effective date (mm/dd/yyyy format). ITEM 4: This statement is required by statute. Please read through and verify. ITEM 5: If the converting (changing from) foreign (non-Alaskan) limited partnership results in a domestic (Alaska) entity which must qualify in the state of Alaska (obtain an Alaskan Entity Number) then the entity: Must attach the necessary creation/registration filing to the Statement of Conversion and along with the appropriate additional filing fee The name of the converted entity on the creation filing must match the name listed in Item # 2 on the Statement of Conversion. NOTE 226 Registered Agent: If the converted (changing to) entity (listed in item #2 on the Statement of Conversion) is a domestic (Alaska) entity which must qualify in the state of Alaska (obtain an Alaska Entity Number) then the registered agent for the converted entity is the same agent currently on record for the converting (changing from) foreign (non-Alaskan) limited partnership (listed in Item #1 on the Statement of Conversion). The registered agent information may only be updated via a Statement of Change Registered Agent form. The non-refundable filing fee for a Statement of Change is $25. The Statement of Change may be filed in conjunction with this Statement of Conversion. The form can be found online at the above website select Forms and Fees. ITEM 6: The Statement of Conversion must be signed on behalf of the converting (changing from) entity (listed in Item #1 above) in the following manner: If the entity is a corporation, it must be signed by an officer of the corporation. If the entity is not a corporation, it must be signed by the person authorized by said entity. If the entity is in the hands of a receiver, trustee, or other court-appointed fiduciary, it must be signed by said fiduciary. If the converting entity is currently on record with this division (has an AK Entity Number) and the signer is an official of the entity then the signer must be currently on record with this division. American LegalNet, Inc. www.FormsWorkFlow.com Statement of Conversion: Foreign LP Converting to any Domestic Entity 08-0584 New 07/01/2014 Instructions Page 3 of 4 Provide the printed name of the signer, the full title/capacity of the authorized signer, the name of the entity that the individual is representing, and signature of the individual authorized to sign. NOTE - Signatures: Per AS 10.55.609, persons who sign documents to be filed with the commissioner that are known by the person to be false in material respects are guilty of a class A misdemeanor. NOTE - Plan of Conversion -OR- Statement of Conversion: Do not send both together. Submit either the Statement of Conversion OR the plan of conversion that is signed on behalf of all entities and contains all the information required to be in the Statement of Conversion and is delivered to the Division for filing after the plan has been adopted and approved by all entities. Sending both the plan of conversion and the Statement of Conversion together may cause delays in processing time. IMPORTANT: Changing Officials If the Statement of Conversion results in the change of an official, officer, director, shareholder, member, manager and/or percent owned then the converted (changing to) entity (listed in Item #2 on the Statement of Conversion) must file a notification of changing officials with this division. A Notice of Change of Officials must be filed in the manner and time prescribed in AS 10.06.813, 10.20.631, 10.50.765, or AS 32.11.020(d). In the case of a Limited Partnership: a domestic Limited Partnership must file an Amended Certificate of Limited Partnership and for a foreign Limited Partnership must file a Certificate of Corre