(1) The law under which a foreign limited liability partnership is formed governs relations among the partners and between the partners and the partnership and the liability of partners for obligations of the partnership.
(2) A foreign limited liability partnership may not be denied a statement of foreign qualification by reason of any difference between the laws under which the partnership was formed and the laws of this state.
(3) A statement of foreign qualification does not authorize a foreign limited liability partnership to engage in any business or exercise any power that a partnership may not engage in or exercise in this state as a limited liability partnership.
History.—s. 26, ch. 99-285.
Structure Florida Statutes
Title XXXVI - Business Organizations
Chapter 620 - Partnership Laws
Part II - Revised Uniform Partnership Act (Ss. 620.81001-620.9902)
620.81001 - Uniformity of application and construction.
620.8102 - Knowledge and notice.
620.8103 - Effect of partnership agreement; nonwaivable provisions.
620.8104 - Supplemental principles of law.
620.8105 - Execution, filing, and recording of partnership registration and other statements.
620.81054 - Correcting a filed record.
620.81055 - Fees for filing documents and issuing certificates; powers of the Department of State.
620.8107 - Partnership subject to amendment or repeal of act.
620.8201 - Partnership as entity.
620.8202 - Formation of partnership.
620.8203 - Partnership property.
620.8204 - When property is partnership property.
620.8301 - Partner agent of partnership.
620.8302 - Transfer of partnership property.
620.8303 - Statement of partnership authority.
620.8304 - Statement of denial.
620.8305 - Partnership liable for partner’s actionable conduct.
620.8306 - Partner’s liability.
620.8307 - Actions by and against partnership and partners.
620.8308 - Liability of purported partner.
620.8401 - Partner’s rights and duties.
620.8402 - Distributions in kind.
620.8403 - Partner’s rights and duties with respect to information.
620.8404 - General standards of partner’s conduct.
620.8405 - Actions by partnership and partners.
620.8406 - Continuation of partnership beyond definite term or particular undertaking.
620.8501 - Partner not co-owner of partnership property.
620.8502 - Partner’s transferable interest in partnership.
620.8503 - Transfer of partner’s transferable interest.
620.8504 - Partner’s transferable interest subject to charging order.
620.8601 - Events causing partner’s dissociation.
620.8602 - Partner’s power to dissociate; wrongful dissociation.
620.8603 - Effect of partner’s dissociation.
620.8701 - Purchase of dissociated partner’s interest.
620.8702 - Dissociated partner’s power to bind and liability to partnership.
620.8703 - Dissociated partner’s liability to other persons.
620.8704 - Statement of dissociation.
620.8705 - Continued use of partnership name.
620.8801 - Events causing dissolution and winding up of partnership business.
620.8802 - Partnership continues after dissolution.
620.8803 - Right to wind up partnership business.
620.8804 - Partner’s power to bind partnership after dissolution.
620.8805 - Statement of dissolution.
620.8806 - Partner’s liability to other partners after dissolution.
620.8807 - Settlement of accounts and contributions among partners.
620.8913 - Action on plan of conversion by converting partnership.
620.8914 - Filings required for conversion; effective date.
620.8915 - Effect of conversion.
620.8917 - Action on plan of merger by constituent partnership.
620.8918 - Filings required for merger; effective date.
620.8921 - Liability of a partner after conversion or merger.
620.8923 - Application of other laws to provisions governing conversions and mergers.
620.9001 - Statement of qualification.
620.9101 - Law governing foreign limited liability partnership.
620.9102 - Statement of foreign qualification.
620.9103 - Effect of failure to qualify.
620.9104 - Activities not constituting transacting business.