SS-4611 (01/13) Business Services Division Tre Hargett, Secretary of State State of Tennessee INSTRUCTIONS $100.00 Filing Fee ARTICLES OF ENTITY CONVERSION (Domestic Unincorporated Entity to a Domestic Business Corporation) Articles of entity conversion may be filed using one of the following methods: · Paper submission: A blank application may be obtained by going to http://www.tn.gov/sos/forms/ss-4611.pdf, by emailing the Secretary of State at Business.Services@tn.gov, or by calling (615) 741-2286. Articles must be hand printed in ink or computer generated and mailed along with the required filing fee to the Secretary of State's office at 6th FL ­ Snodgrass Tower ATTN: Corporate Filing, 312 Rosa L. Parks AVE, Nashville, TN 37243. Walk-in: A blank Articles of Entity Conversion form may be obtained in person at the Secretary of State Business Services Division located at 6th FL ­ Snodgrass Tower, 312 Rosa L. Parks AVE, Nashville, TN 37243. · Articles of entity conversion must be accurately completed in their entirety. Forms that are inaccurate, incomplete or illegible will be rejected. Please note that if on file with the Secretary of State, the converting entity must have a status of "active" in order to file articles of conversion. Furthermore, if the converting entity is currently due to file an annual report with the Secretary of State at the time of filing, it must file the annual report before the Division of Business Services can file the articles of conversion. If the entity does not have a status of "active" and/or owes an annual report and submits articles of entity conversion without submitting the annual report, the articles of entity conversion will be rejected. Articles of entity conversion (domestic unincorporated entity to a domestic business corporation) set forth the items required under T.C.A. §48-21-112(b). ARTICLES OF ENTITY CONVERSION (Domestic Unincorporated Entity to a Domestic Business Corporation) 1. Name of unincorporated entity immediately before the filing of the articles of entity conversion ­ Enter the name of the business immediately prior to converting to a Tennessee for-profit corporation. Name to which the unincorporated entity is to be changed ­ Enter the new name of the business upon filing the articles of entity conversion. The new name must satisfy the requirements for a Tennessee corporation as described in T.C.A. §48-14-101. The name must contain the word "corporation", "incorporated", "company", or the abbreviation "corp.", "inc." or "co.". If the new name contains the word "mortgage", "bank", "banks", "banking", "credit union" or "trust", written approval must first be obtained from the Tennessee Department of Financial Institutions before documents can be accepted for filing with the Division of Business Services. Page 1 of 2 American LegalNet, Inc. www.FormsWorkFlow.com If the new name contains the phrase "insurance company", written approval must first be obtained from the Tennessee Department of Commerce & Insurance before documents can be accepted for filing with the Division of Business Services. 2. The plan of entity conversion was duly approved in accordance with the organic law of the unincorporated entity ­ By signing the articles of entity conversion the signer acknowledges this statement to be true. 3. Attached is the charter, except that provisions that would not be required to be included in a restated charter of a domestic business corporation may be omitted ­ Articles of entity conversion must be accompanied by the charter of the new Tennessee for-profit corporation. A for-profit corporation charter form may be obtained at http://www.tn.gov/sos/forms/ss-4417.pdf. 4. If the document is not to be effective upon filing by the Secretary of State, the delayed effective date and time is ­ If the conversion is to take place upon a future date, enter the future date. In no event can the future date be more than ninety calendar days from the filing of the articles of entity conversion. SIGNATURE · The person executing the document must sign it and indicate the date of signature in the appropriate spaces. Failure to sign and date the application will result in the document being rejected. Type or Print Name. Failure to type or print the signature name will result in the document being rejected. Type or Print Signer's Capacity. The signer must indicate the capacity in which such person signs. Failure to indicate the signer's capacity will result in the document being rejected. FILING FEE · The filing fee for articles of entity conversion (domestic unincorporated entity to a domestic business corporation) is $100. Please note that the filing fee for the accompanying for-profit corporation charter must be tendered along with the fee for the articles of entity conversion. Failure to tender the fee for each submitted document will result in all documents being rejected. · Make check, cashier's check or money order payable to the Tennessee Secretary of State. Cash is only accepted for walk-in filings. Applications submitted without the proper filing fee will be rejected. Checks, cashier's checks or money orders made out to any payee other than the Tennessee Secretary of State will not be accepted and will result in the rejection of the document. · · Page 2 of 2 American LegalNet, Inc. www.FormsWorkFlow.com ARTICLES OF ENTITY CONVERSION (Domestic Unicorporated Entity to a Domestic Business Corporation) (ss-4611) For Office Use Only Tre Hargett, Secretary of State State of Tennessee 312 Rosa L. Parks Ave., 6th Fl. Nashville, TN 37243 (615) 741-2286 Business Services Division Filing Fee: $100.00 Pursuant to the provisions of T.C.A. §48-21-112(b) of the Tennessee Business Corporation Act, the undersigned hereby submits these articles of entity conversion: 1. Name of unincorporated entity immediately before the filing of the articles of entity conversion: Name to which the unincorporated entity is to be changed (must satisfy requirements of T.C.A. §48-14-101): 2. The plan of entity conversion was duly approved in accordance with the organic law of the unincorporated entity. 3. Attached is the charter, except that provisions that would not be required to be included in a restated charter of a domestic business corporation may be omitted. 4. If the document is not to be effective upon filing by the Secretary of State, the delayed effective date and time is: (Not to exceed 90 days) Effective Date: Month / Day / Year Time: Signature Date Sign