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Section 34-9. - Definitions. - As used in this chapter, unless the context otherwise requires:...
Section 34-10. - Formation of limited partnership; certificate of limited partnership. - (a) In order to form a limited partnership a certificate...
Section 34-10a. - Execution of certificates. - (a) Each certificate required by this chapter to be filed...
Section 34-10b. - Filing requirements. - (a) A signed copy of the certificate of limited partnership...
Section 34-10c. - Notice. - The fact that a certificate of limited partnership is on...
Section 34-10d. - Delivery of certificates to limited partners. - Upon the return by the Secretary of the State pursuant...
Section 34-11. - Authorized types of business. - A limited partnership may carry on any business which a...
Section 34-12. - Form of contributions by partner. - Section 34-12 is repealed. (1961, P.A. 79, S. 4; P.A....
Section 34-13. - Name. - The name of each limited partnership as set forth in...
Section 34-13a. - Reservation of name. - (a) The exclusive right to the use of a name...
Section 34-13b. - Specified office and agent for service of process. - (a) Each limited partnership shall continuously maintain in this state...
Section 34-13c. - Records to be kept. - Each limited partnership shall keep at the office referred to...
Section 34-13d. - Interrogatories may be submitted by the Secretary of the State to any limited partnership as may be necessary to determine compliance under this chapter. - (a) The Secretary of the State may propound to any...
Section 34-13e. - Annual report. - (a) Each limited partnership shall file an annual report by...
Section 34-13f. - Failure to file report. Incorrect report. - (a) Any limited partnership required to file an annual report...
Section 34-14. - Liability for false statement in certificates. - If any certificate of limited partnership or certificate of amendment...
Section 34-15. - Liability of limited partners to third parties. - (a) Except as provided in subsection (d) of this section,...
Section 34-15a. - Voting rights of limited partners. - Subject to the provisions of section 34-15, the partnership agreement...
Section 34-15b. - Voting rights of general partners. - The partnership agreement may grant to all or certain identified...
Section 34-16. - Admission of additional limited partners. - After the formation of a limited partnership, a person becomes...
Section 34-17. - General powers and liabilities of general partners. - (a) Except as provided in this chapter or in the...
Section 34-17a. - Admission of additional general partners. - After the filing of a limited partnership's original certificate of...
Section 34-18. - Rights of limited partner. - Each limited partner shall have the right to: (1) Inspect...
Section 34-19. - Person erroneously believing himself a limited partner not a general partner, when. - (a) Except as provided in subsection (b) of this section,...
Section 34-20. - Contributions and sharing in profits, losses and distributions by general partners. Rights, powers, restrictions and liabilities of general partners who are also limited partners. - A general partner of a limited partnership may make contributions...
Section 34-20a. - Sharing of profits and losses by partners. - The profits and losses of a limited partnership shall be...
Section 34-20b. - Distributions and allocation of cash or other assets to partners. - Distributions of cash or other assets of a limited partnership...
Section 34-20c. - Distributions in cash to partner; distributions in kind, when permitted. - Except as provided in the partnership agreement, a partner, regardless...
Section 34-20d. - Interim distributions to partners before withdrawal from limited partnership and before dissolution or winding up thereof. - Except as provided in this chapter, a partner is entitled...
Section 34-20e. - Partner's right to distribution. - At the time a partner becomes entitled to receive a...
Section 34-21. - Business transactions of partner with partnership. - Except as provided in the partnership agreement, a partner may...
Section 34-22 and 34-23. - Priority among limited partners. Payment of compensation to limited partners. - Sections 34-22 and 34-23 are repealed. (1961, P.A. 79, S....
Section 34-24. - Limitation on amount of distribution. - A partner may not receive a distribution from a limited...
Section 34-25. - Liability of partner to contribute cash or property or perform services; obligation may be compromised with consent of all partners. Creditor may enforce obligation, when. - (a) No promise by a limited partner to contribute to...
Section 34-25a. - Liability of partner upon return of any part of his contribution. - (a) If a partner has received the return of any...
Section 34-26. - Nature of partnership interest. - A partnership interest is personal property. (1961, P.A. 79, S....
Section 34-27. - Assignment of partnership interest. Nature of assignee's interest. Evidence of partner's interest. - (a) Except as provided in the partnership agreement, a partnership...
Section 34-27a. - Right of assignee to become limited partner; liability for obligations of assignor. Continuing liability of assignor. - (a) An assignee of a partnership interest, including an assignee...
Section 34-27b. - Withdrawal of general partner; damages. - A general partner may withdraw from a limited partnership at...
Section 34-27c. - Withdrawal of limited partner; notice. - A limited partner may withdraw from a limited partnership in...
Section 34-27d. - Distribution to partner upon withdrawal; payment of partner's fair value of his interest in limited partnership. - Except as provided in this chapter, upon withdrawal any withdrawing...
Section 34-28. - Person ceases to be general partner, when. - Except as approved by a specific written consent of all...
Section 34-28a. - Nonjudicial dissolution of limited partnership. - A limited partnership is dissolved and its affairs shall be...
Section 34-28b. - Judicial dissolution of limited partnerships. - On application by or for a partner the superior court...
Section 34-28c. - Winding up of limited partnership. - (a) Except as provided in the partnership agreement, the general...
Section 34-29. - Powers of legal representative or successor of deceased, incompetent, dissolved or terminated partner. - If a partner who is an individual dies or a...
Section 34-30. - Rights of judgment creditor to charge partnership interest of partner. - On application to a court of competent jurisdiction by any...
Section 34-31. - Order of distribution of assets upon winding up of limited partnership. - Upon the winding up of a limited partnership, the assets...
Section 34-32. - Amendment of certificate. - (a) A certificate of limited partnership shall be amended by...
Section 34-32a. - Cancellation of certificate. - A certificate of limited partnership shall be cancelled upon the...
Section 34-32b. - Cancellation by forfeiture for failure to file annual report or maintain statutory agent for service. - (a) The Secretary of the State may effect the cancellation...
Section 34-32c. - Reinstatement after cancellation. - (a) At any time after cancellation of a certificate of...
Section 34-33. - Amendment or cancellation of certificate by court order. - If a person required by section 34-10a to execute a...
Section 34-33a. - Merger of limited partnerships. - (a) Pursuant to a plan of merger, approved in the...
Section 34-33b. - Consolidation of limited partnerships. - (a) Pursuant to a plan of consolidation, approved in the...
Section 34-33c. - Approval of plan of merger or consolidation by general and limited partners. - Except as otherwise provided in the partnership agreement, a plan...
Section 34-33d. - Certificate of merger or consolidation. - (a) After a plan of merger or consolidation is approved...
Section 34-33e. - Effective date of merger or consolidation. Abandonment. - (a) Upon a filing of the certificate of merger or...
Section 34-33f. - Effect of merger or consolidation. - (a) The survivor shall be a single limited partnership, which,...
Section 34-34. - Contributor as party to proceedings affecting partnership. - Section 34-34 is repealed. (1961, P.A. 79, S. 26; P.A....
Section 34-34a. - Derivative actions, right of action by limited partner. - A limited partner may bring an action in the right...
Section 34-34b. - Derivative actions, proper plaintiff. - In a derivative action, the plaintiff shall be a partner...
Section 34-34c. - Derivative actions, pleading. - In a derivative action, the complaint shall set forth with...
Section 34-34d. - Derivative actions, expenses. - If a derivative action is successful, in whole or in...
Section 34-35. - Citation of chapter. - This chapter may be cited as The Uniform Limited Partnership...
Section 34-36. - Construction of chapter. - This chapter shall be so interpreted and construed as to...
Section 34-37. - Applicability of the rules of law and equity. - In any case not provided for in this chapter or...
Section 34-38. - Partnerships formed prior to October 1, 1979. - (a) A limited partnership formed under any statute of this...
Section 34-38a. - Validation of certain certificates, amendments and cancellations thereof filed prior to October 1, 1979. - All certificates, and all amendments and cancellations thereof, duly filed...
Section 34-38b. - Partnerships existing on October 1, 1986. - The amendment of sections 34-9, 34-10, 34-10a, 34-10c, 34-13, 34-13b,...
Section 34-38f. - Foreign limited partnerships, governing law. - Subject to the Constitution of this state, (1) the laws...
Section 34-38g. - Foreign limited partnerships, registration with Secretary of the State. - Before transacting business in this state, a foreign limited partnership...
Section 34-38h. - Foreign limited partnerships, issuance of registration by Secretary of the State. - If the Secretary of the State finds that an application...
Section 34-38i. - Foreign limited partnerships, name under which registered. - A foreign limited partnership may register with the Secretary of...
Section 34-38j. - Foreign limited partnerships, changes and amendments to registration. - If any statement in the application for registration of a...
Section 34-38k. - Foreign limited partnerships, cancellation of registration. - A foreign limited partnership may cancel its registration by filing...
Section 34-38l. - Foreign limited partnerships, transaction of business without registration. - (a) A foreign limited partnership transacting business in this state...
Section 34-38m. - Foreign limited partnerships, Attorney General authorized to bring action to restrain transaction of business. - The Attorney General may bring an action to restrain a...
Section 34-38n. - Fees payable to the Secretary of the State for limited partnership documents. - (a) The Secretary of the State shall receive, for filing...
Section 34-38o. - Foreign limited partnerships. Activities not constituting transacting business in this state. - (a) Any foreign limited partnership may purchase, hold, mortgage, lease,...
Section 34-38p. - Foreign limited partnerships. Appointment of agent for service of process. - (a) Each foreign limited partnership shall, before transacting business in...
Section 34-38q. - Foreign limited partnerships, service of process upon statutory agent. - (a) Any process, notice or demand in connection with any...
Section 34-38r. - Limited amnesty for foreign limited partnerships transacting business without registration. - Notwithstanding any provision of sections 34-9 to 34-38q, inclusive, as...
Section 34-38s. - Foreign limited partnerships. Annual report. - (a) Each foreign limited partnership registered to transact business in...
Section 34-38t. - Foreign limited partnerships. Failure to file report. Incorrect report. - (a) Any foreign limited partnership required to file an annual...
Section 34-38u. - Foreign limited partnerships. Revocation of certificate of registration. - (a) The certificate of registration of a foreign limited partnership...