(a) The Uniform Partnership Act (1994) [54-1A-101 to 54-1A-1206 NMSA 1978] governs only a partnership formed under the laws of this state:
(1) after the effective date of that act, unless that partnership is continuing the business of a dissolved partnership under Section 54-1-41 NMSA 1978, a part of the prior Uniform Partnership Act; and
(2) before the effective date of that act, that elects, as provided by Subsection (b) of this section, to be governed by that act.
(b) A partnership formed under the laws of this state before the effective date of the Uniform Partnership Act voluntarily may elect, in the manner provided in its partnership agreement or by law for amending the partnership agreement, to be governed by the Uniform Partnership Act (1994). Except as otherwise provided in Section 54-1A-306 NMSA 1978, the provisions of that act relating to the liability of the partnership's partners to third parties apply to limit those partners' liability to a third party who had done business with the partnership within one year preceding the partnership's election to be governed by that act, only if the third party knows or has received a notification of the partnership's election to be governed by that act.
(c) Until a partnership formed under the laws of this state before the effective date of the Uniform Partnership Act (1994) elects voluntarily to be governed by that act, the partnership shall continue to be governed by the provisions of the prior Uniform Partnership Act.
(d) Subsections (a) and (b) of this section shall not relieve a partnership formed under the laws of this state that elects to be governed by the Uniform Partnership Act (1994) from filing any statement of qualification required by Section 54-1A-1001 NMSA 1978.
(e) The Uniform Partnership Act (1994) governs any partnership formed at any time under laws other than the laws of this state which shall file any statement of foreign qualification required by Section 54-1A-1102 [NMSA 1978].
History: Laws 1996, ch. 53, § 1005; 1978 Comp., 54-1A-1005, recompiled and amended as 1978 Comp., § 54-1A-1205 by Laws 1997, ch. 76, § 13.
Bracketed material. — The bracketed material was inserted by the compiler and is not part of the laws.
The 1997 amendment, effective July 1, 1997, recompiled this section, which was formerly compiled as 54-1A-1005 NMSA 1978, and, in Subsection (a), in the introductory language, deleted "Before January 1, 2000" from the beginning and added "under the laws of this state" from the end and, in Paragraph (2), substituted "Subsection (b) of this section" for "Subsection (c)"; rewrote Subsections (b) and (c); and added Subsections (d) and (e).
Structure New Mexico Statutes