Overview:

  • The migration process depends on which type of Assure product you used for your SPV, and who are the controlling parties, e.g. the manager of your SPV.

  • Vauban has partnered with Assure to ensure the migration process is as easy as possible for all parties involved and has a signature mechanism in place whereby Vauban is permissioned to append Assure's signatures to the migration documents as necessary post-year-end.

  • What this means is that you don't need to worry about executing any documents with Assure and we will handle that entirely for you.

  • You will only need to execute the documents on Vauban, which can now be done in 2023.

Assure Labs Process:

  • Vauban will divide your Series LLC from the Assure Master LLC, and then merge it with a newly formed Vauban Master LLC. We create a new Vauban Master for each Assure Master, as below:

  • Vauban will file a plan of division (signed by Assure) listing all the SPVs that are dividing from the Assure Master and the name of the new Vauban Master the SPVs are merging to.

  • Concurrently Vauban will file a certificate of formation for the new Vauban Master, which your SPV will now be under.

  • You will sign a Manager Appointment Letter to appoint Vauban as the manager, and an Amendment to the Series LLC Agreement to fully complete the process.

Assure Standard/Venture Process

  • Where Assure is the manager of your Master Series:

    • Assure resigns as manager of your Master LLC and appoints Vauban.

    • You will sign a Manager Appointment Letter to appoint Vauban as the Manager, and an Amendment to the Series LLC Agreement to fully complete the process.

  • Where you are the manager

    • You will sign a Manager Appointment Letter to appoint Vauban as the Administrative Manager, and an Amendment to the Series LLC Agreement.

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