Iowa Code
Chapter 486A - UNIFORM PARTNERSHIP ACT
Section 486A.1001 - Statement of qualification.

486A.1001 Statement of qualification.
1. A partnership may become a limited liability partnership pursuant to this section.
2. The terms and conditions on which a partnership becomes a limited liability partnership must be approved by the vote necessary to amend the partnership agreement except, in the case of a partnership agreement that expressly considers obligations to contribute to the partnership, by the vote necessary to amend those provisions.
3. After the approval required by subsection 2, a partnership may become a limited liability partnership by filing a statement of qualification. The statement must contain all of the following:
a. The name of the partnership.
b. The street address of the partnership’s chief executive office and, if different, the street address of an office in this state, if any.
c. The address of a registered office and the name and address of a registered agent for service of process in this state, which the partnership is required to maintain as provided in section 486A.1211.
d. A statement that the partnership elects to be a limited liability partnership.
e. A deferred effective date, if any.
4. The statement shall be executed by one or more partners authorized to execute the statement on behalf of the partnership.
5. The status of a partnership as a limited liability partnership is effective on the later of the filing of the statement or a date specified in the statement. The status remains effective, regardless of changes in the partnership, until the statement is canceled pursuant to section 486A.105, subsection 4.
6. The status of a partnership as a limited liability partnership and the liability of its partners is not affected by errors or later changes in the information required to be contained in the statement of qualification under subsection 3.
7. The filing of a statement of qualification establishes that a partnership has satisfied all conditions precedent to the qualification of the partnership as a limited liability partnership.
8. An amendment or cancellation of a statement of qualification is effective when it is filed or on a deferred effective date specified in the amendment or cancellation.
98 Acts, ch 1201, §53, 79, 82
Referred to in §486A.101, 486A.201, 486A.306, 486A.1211, 488.108, 490.401, 504.401, 504.403

Structure Iowa Code

Iowa Code

Title XII - BUSINESS ENTITIES

Chapter 486A - UNIFORM PARTNERSHIP ACT

Section 486A.101 - Definitions.

Section 486A.102 - Knowledge and notice.

Section 486A.103 - Effect of partnership agreement — nonwaivable provisions.

Section 486A.104 - Supplemental principles of law.

Section 486A.105 - Execution, filing, and recording of statements.

Section 486A.105A - Secretary of state — extra services — surcharge.

Section 486A.106 - Governing law.

Section 486A.107 - Partnership subject to amendment or repeal of chapter.

Section 486A.201 - Partnership as entity.

Section 486A.202 - Formation of partnership.

Section 486A.203 - Partnership property.

Section 486A.204 - When property is partnership property.

Section 486A.301 - Partner agent of partnership.

Section 486A.302 - Transfer of partnership property.

Section 486A.303 - Statement of partnership authority.

Section 486A.304 - Statement of denial.

Section 486A.305 - Partnership liable for partner’s actionable conduct.

Section 486A.306 - Partner’s liability.

Section 486A.307 - Actions by and against partnership and partners.

Section 486A.308 - Liability of purported partner.

Section 486A.401 - Partner’s rights and duties.

Section 486A.402 - Distributions in kind.

Section 486A.403 - Partner’s rights and duties with respect to information.

Section 486A.404 - General standards of partner’s conduct.

Section 486A.405 - Actions by partnership and partners.

Section 486A.406 - Continuation of partnership beyond definite term or particular undertaking.

Section 486A.501 - Partner not co-owner of partnership property.

Section 486A.502 - Partner’s transferable interest in partnership.

Section 486A.503 - Transfer of partner’s transferable interest.

Section 486A.504 - Partner’s transferable interest subject to charging order.

Section 486A.601 - Events causing partner’s dissociation.

Section 486A.602 - Partner’s power to dissociate — wrongful dissociation.

Section 486A.603 - Effect of partner’s dissociation.

Section 486A.701 - Purchase of dissociated partner’s interest.

Section 486A.702 - Dissociated partner’s power to bind and liability to partnership.

Section 486A.703 - Dissociated partner’s liability to other persons.

Section 486A.704 - Statement of dissociation.

Section 486A.705 - Continued use of partnership name.

Section 486A.801 - Events causing dissolution and winding up of partnership business.

Section 486A.802 - Partnership continues after dissolution.

Section 486A.803 - Right to wind up partnership business.

Section 486A.804 - Partner’s power to bind partnership after dissolution.

Section 486A.805 - Statement of dissolution.

Section 486A.806 - Partner’s liability to other partners after dissolution.

Section 486A.807 - Settlement of accounts and contributions among partners.

Section 486A.901 - Definitions.

Section 486A.902 - Conversion of partnership to limited partnership.

Section 486A.903 - Conversion of limited partnership to partnership.

Section 486A.904 - Effect of conversion — entity unchanged.

Section 486A.905 - Merger of partnerships.

Section 486A.906 - Effect of merger.

Section 486A.907 - Statement of merger.

Section 486A.908 - Nonexclusive.

Section 486A.1001 - Statement of qualification.

Section 486A.1002 - Name.

Section 486A.1101 - Law governing foreign limited liability partnership.

Section 486A.1102 - Statement of foreign qualification.

Section 486A.1103 - Effect of failure to qualify.

Section 486A.1104 - Activities not constituting transacting business.

Section 486A.1105 - Action by attorney general.

Section 486A.1201 - Filing requirements.

Section 486A.1202 - Fees.

Section 486A.1203 - Effective time and date of documents.

Section 486A.1204 - Correcting filed documents.

Section 486A.1205 - Filing duty of secretary of state.

Section 486A.1206 - Appeal from secretary of state’s refusal to file document.

Section 486A.1207 - Evidentiary effect of copy of filed document.

Section 486A.1208 - Certificates issued by secretary of state.

Section 486A.1209 - Penalty for signing false document.

Section 486A.1210 - Secretary of state powers.

Section 486A.1211 - Registered office and registered agent.

Section 486A.1212 - Change of registered office or registered agent.

Section 486A.1213 - Resignation of registered agent.

Section 486A.1214 - Service on partnership.

Section 486A.1301 - Uniformity of application and construction.

Section 486A.1302 - Short title.