Nebraska Revised Statutes
Chapter 67 - Partnerships
67-456 - Annual report; certificate of authority.

67-456. Annual report; certificate of authority.
(1) A limited liability partnership, and a foreign limited liability partnership authorized to transact business in this state, shall file an annual report in the office of the Secretary of State which contains:
(a) The name of the limited liability partnership and the state or other jurisdiction under whose laws the foreign limited liability partnership is formed;
(b) The street address of the partnership's chief executive office and, if different, the street address of an office of the partnership in this state, if any; and
(c) If the partnership does not have an office in this state, the name and street address and post office box number, if any, of the partnership's current agent for service of process.
(2) Any limited liability partnership, or foreign limited liability partnership authorized to transact business in this state, engaging in the practice of law in this state shall file with its annual report a current certificate of authority from the Nebraska Supreme Court.
(3) An annual report and certificate of authority, if applicable, must be filed between January 1 and April 1 of each year following the calendar year in which a partnership files a statement of qualification or a foreign partnership becomes authorized to transact business in this state.
(4) The Secretary of State may revoke the statement of qualification of a partnership that fails to file an annual report and certificate of authority, if applicable, when due or pay the required filing fee provided in section 67-462. To do so, the Secretary of State shall provide the partnership at least sixty days' written notice of intent to revoke the statement. The notice must be mailed to the partnership at its chief executive office set forth in the last filed statement of qualification or annual report. The notice must specify the annual report or certificate of authority, if applicable, that has not been filed, the fee that has not been paid, and the effective date of the revocation. The revocation is not effective if the annual report and certificate of authority, if applicable, is filed and the fee is paid before the effective date of the revocation.
(5) A revocation under subsection (4) of this section only affects a partnership's status as a limited liability partnership and is not an event of dissolution of the partnership.
(6) A partnership whose statement of qualification has been revoked may apply to the Secretary of State for reinstatement within two years after the effective date of the revocation. The application must state:
(a) The name of the partnership and the effective date of the revocation; and
(b) That the ground for revocation either did not exist or has been corrected.
(7) A reinstatement under subsection (6) of this section relates back to and takes effect as of the effective date of the revocation, and the partnership's status as a limited liability partnership continues as if the revocation had never occurred.
(8) A correction or an amendment to the annual report may be filed at any time.
Source

Structure Nebraska Revised Statutes

Nebraska Revised Statutes

Chapter 67 - Partnerships

67-233 - Terms, defined.

67-234 - Limited partnership name.

67-235 - Reservation of name.

67-236 - Specified office and agent.

67-237.01 - Written partnership agreement; admission of limited partner; assignment of interest; signatures.

67-238 - Nature of business.

67-239 - Partner; transactions with partnership.

67-239.01 - Partnership; indemnification authorized.

67-240 - Certificate of limited partnership; contents; filing.

67-241 - Amendments to certificate; restated certificate.

67-242 - Cancellation of certificate.

67-243 - Certificates; signature; execution.

67-244 - Certificate or agreement; execution or filing by judicial act.

67-245 - Filing in office of Secretary of State; facsimile signature.

67-246 - Liability for false statement in certificate; general partner; failure to file; liability.

67-247 - Filing of certificate; effect.

67-248 - Delivery of certificate to limited partner.

67-248.01 - Restated certificate.

67-248.02 - Merger or consolidation; procedure; effect.

67-249 - Admission of additional limited partners.

67-250 - Partnership agreement; classes or groups of limited partners; voting rights specified.

67-251 - Limited partner; liability to third parties.

67-252 - Persons erroneously believing themselves limited partners; liability.

67-253 - Limited partner; rights; general partner; rights; records.

67-254 - Admission of additional general partners.

67-255 - General partner; status; termination; when.

67-256 - General partners; powers and liabilities.

67-257 - Contributions by a general partner; powers and liabilities.

67-258 - Partnership agreement; classes or groups of general partners; voting rights specified.

67-259 - Form of contribution.

67-260 - Liability for contributions.

67-261 - Profits and losses; allocation.

67-262 - Distributions of assets.

67-263 - Distributions before withdrawal and dissolution.

67-264 - Withdrawal of general partner.

67-265 - Withdrawal of limited partner.

67-266 - Distribution upon withdrawal.

67-267 - Distribution in kind; limitation.

67-268 - Right to distribution; remedies; record date.

67-269 - Limitations on distributions.

67-270 - Unlawful distribution; liability.

67-271 - Partnership interest; personal property; interest in property.

67-272 - Assignment of partnership interest.

67-273 - Rights of judgment creditor of a partner.

67-274 - Assignee becoming limited partner; rights and liabilities.

67-275 - Partner's executor or legal representative; exercise of powers.

67-276 - Dissolution; when.

67-277 - Judicial dissolution.

67-278 - Dissolution; right to wind up partnership affairs; powers.

67-279 - Dissolution; distribution of assets.

67-280 - Foreign limited partnership; law governing.

67-281 - Foreign limited partnership; registration; contents.

67-282 - Issuance of registration.

67-283 - Foreign limited partnership; name; agent.

67-284 - Application for registration; amendments.

67-285 - Cancellation of registration; effect.

67-286 - Transaction of business without registration; effect.

67-286.01 - Foreign limited partnerships; sections applicable.

67-287 - Action by Attorney General.

67-288 - Limited partner; assignee; right of action.

67-289 - Derivative action; proper plaintiff.

67-290 - Derivative action; complaint; requirements.

67-291 - Derivative action; expenses; attorney's fees.

67-293 - Filing fees; disposition.

67-294 - Uniform Partnership Act of 1998; applicability.

67-295 - Act, how construed.

67-296 - Act, how cited.

67-297 - Conversion; plan.

67-298 - Conversion; articles of conversion.

67-299 - Effect of conversion.

67-2,100 - Existing conversion; effect.

67-401 - Act, how cited.

67-402 - Terms, defined.

67-403 - Knowledge and notice.

67-404 - Effect of partnership agreement; nonwaivable provisions.

67-405 - Supplemental principles of law.

67-406 - Execution, filing, and recording of statements.

67-407 - Governing law.

67-408 - Partnership subject to amendment or repeal of act.

67-409 - Partnership as entity; limited liability partnership; treatment.

67-410 - Formation of partnership.

67-411 - Partnership property.

67-412 - When property is partnership property.

67-413 - Partner agent of partnership.

67-414 - Transfer of partnership property.

67-415 - Statement of partnership authority.

67-416 - Statement of denial.

67-417 - Partnership liable for partner's actionable conduct.

67-418 - Partner's liability.

67-419 - Actions by and against partnership and partners.

67-420 - Liability of purported partner.

67-421 - Partner's rights and duties.

67-422 - Distributions in kind.

67-423 - Partner's rights and duties with respect to information.

67-424 - General standards of partner's conduct.

67-425 - Actions by partnership and partners.

67-426 - Continuation of partnership beyond definite term or particular undertaking.

67-427 - Partner not co-owner of partnership property.

67-428 - Partner's transferable interest in partnership.

67-429 - Transfer of partner's transferable interest.

67-430 - Partner's transferable interest subject to charging order.

67-431 - Events causing partner's dissociation.

67-432 - Partner's power to dissociate; wrongful dissociation.

67-433 - Effect of partner's dissociation.

67-434 - Purchase of dissociated partner's interest.

67-435 - Dissociated partner's power to bind and liability to partnership.

67-436 - Dissociated partner's liability to other persons.

67-437 - Statement of dissociation.

67-438 - Continued use of partnership name.

67-439 - Events causing dissolution and winding up of partnership business.

67-440 - Partnership continues after dissolution.

67-441 - Right to wind up partnership business.

67-442 - Partner's power to bind partnership after dissolution.

67-443 - Statement of dissolution.

67-444 - Partner's liability to other partners after dissolution.

67-445 - Settlement of accounts and contributions among partners.

67-446 - Terms, defined.

67-447 - Conversion of partnership to limited partnership.

67-448 - Conversion of limited partnership to partnership.

67-448.01 - Domestic partnership; conversion into domestic limited liability company or foreign limited liability company; procedure; notice to holder of security interest.

67-448.02 - Domestic limited liability partnership; conversion into domestic limited liability company or foreign limited liability company; procedure; notice to holder of security interest.

67-449 - Effect of conversion; entity unchanged.

67-450 - Merger of partnerships.

67-451 - Effect of merger.

67-452 - Statement of merger.

67-453 - Nonexclusive.

67-454 - Statement of qualification; limited liability partnership engaged in practice of law; requirements.

67-455 - Name.

67-456 - Annual report; certificate of authority.

67-457 - Law governing foreign limited liability partnership.

67-458 - Statement of foreign qualification; foreign limited liability partnership engaged in practice of law; requirements.

67-459 - Effect of failure to qualify.

67-460 - Activities not constituting transacting business.

67-461 - Action by Attorney General.

67-462 - Fees.

67-463 - Uniformity of application and construction.

67-464 - Partnerships; applicability of act.

67-465 - Limited liability partnership; applicability of act.

67-467 - Savings clause.