Oklahoma Statutes
Title 54. Partnership

§54-1-103. Effect of Partnership Agreement; Nonwaivable Provisions. - Effect of Partnership Agreement; Nonwaivable Provisions. (a) Except as otherwise...

§54-1-104. Supplemental Principles of Law. - Supplemental Principles of Law. (a) Unless displaced by particular provisions...

§54-1-105. Execution, filing, and recording of statements. - Execution, Filing, and Recording of Statements. (a) A statement may...

§54-1-106. Governing Law. - Governing Law. (a) Except as otherwise provided in subsection (b)...

§54-1-107. Partnership subject to amendment or repeal of act. - Partnership subject to amendment or repeal of act. A partnership...

§54-1-201. Partnership as entity. - Partnership as entity. (a) A partnership is an entity distinct...

§54-1-202. Formation of Partnership. - Formation of Partnership. (a) Except as otherwise provided in subsection...

§54-1-203. Partnership Property. - Partnership Property. Property acquired by a partnership is property of...

§54-1-204. When Property is Partnership Property. - When Property is Partnership Property. (a) Property is partnership property...

§54-1-301. Partner Agent of Partnership. - Partner Agent of Partnership. Subject to the effect of a...

§54-1-302. Transfer of Partnership Property. - Transfer of Partnership Property. (a) Partnership property may be transferred...

§54-1-303. Statement of Partnership Authority. - Statement of Partnership Authority. (a) A partnership may file with...

§54-1-304. Statement of Denial. - Statement of Denial. A partner or other person named as...

§54-1-305. Partnership Liable for Partner's Actionable Conduct. - Partnership Liable for Partner's Actionable Conduct. (a) A partnership is...

§54-1-306. Partner's liability. - Partner's liability. (a) Except as otherwise provided in subsections (b)...

§54-1-307. Actions By and Against Partnership and Partners. - Actions By and Against Partnership and Partners. (a) A partnership...

§54-1-308. Liability of Purported Partner. - Liability of Purported Partner. (a) If a person, by words...

§54-1-309. Security for Payment of Claims. - Security for Payment of Claims. (a) A limited liability partnership,...

§54-1-401. Partner's Rights and Duties. - Partner's Rights and Duties. (a) Each partner is deemed to...

§54-1-402. Distributions in Kind. - Distributions in Kind. A partner has no right to receive,...

§54-1-403. Partner's Rights and Duties with Respect to Information. - Partner's Rights and Duties with Respect to Information. (a) A...

§54-1-404. General Standards of Partner's Conduct. - General Standards of Partner's Conduct. (a) The only fiduciary duties...

§54-1-405. Actions by Partnership and Partners. - Actions by Partnership and Partners. (a) A partnership may maintain...

§54-1-406. Continuation of Partnership beyond Definite Term or Particular Undertaking. - Continuation of Partnership beyond Definite Term or Particular Undertaking. (a)...

§54-1-501. Partner not Co-owner of Partnership Property. - Partner not Co-owner of Partnership Property. A partner is not...

§54-1-502. Partner's Transferable Interest in Partnership. - Partner's Transferable Interest in Partnership. The only transferable interest of...

§54-1-503. Transfer of Partner's Transferable Interest. - Transfer of Partner's Transferable Interest. (a) A transfer, in whole...

§54-1-504. Partner's Transferable Interest Subject to Charging Order. - Partner's Transferable Interest Subject to Charging Order. (a) On application...

§54-1-601. Events Causing Partner's Dissociation. - Events Causing Partner's Dissociation. A partner is dissociated from a...

§54-1-602. Partner's Power to Dissociate; Wrongful Dissociation. - Partner's Power to Dissociate; Wrongful Dissociation. (a) A partner has...

§54-1-603. Effect of Partner's Dissociation. - Effect of Partner's Dissociation. (a) If a partner's dissociation results...

§54-1-701. Purchase of Dissociated Partner's Interest. - Purchase of Dissociated Partner's Interest. (a) If a partner is...

§54-1-702. Dissociated Partner's Power to Bind and Liability to Partnership. - Dissociated Partner's Power to Bind and Liability to Partnership. (a)...

§54-1-703. Dissociated Partner's Liability to Other Persons. - Dissociated Partner's Liability to Other Persons. (a) A partner's dissociation...

§54-1-704. Statement of Dissociation. - Statement of Dissociation. (a) A dissociated partner or the partnership...

§54-1-705. Continued Use of Partnership Name. - Continued Use of Partnership Name. Continued use of a partnership...

§54-1-801. Events Causing Dissolution and Winding Up of Partnership Business. - Events Causing Dissolution and Winding Up of Partnership Business. A...

§54-1-802. Partnership Continues After Dissolution. - Partnership Continues After Dissolution. (a) Subject to subsection (b) of...

§54-1-803. Right to Wind Up Partnership Business. - Right to Wind Up Partnership Business. (a) After dissolution, a...

§54-1-804. Partner's Power to Bind Partnership After Dissolution. - Partner's Power to Bind Partnership After Dissolution. Subject to Section...

§54-1-805. Statement of Dissolution. - Statement of Dissolution. (a) After dissolution, a partner who has...

§54-1-806. Partner's Liability to Other Partners After Dissolution. - Partner's Liability to Other Partners After Dissolution. (a) Except as...

§54-1-807. Settlement of Accounts and Contributions Among Partners. - Settlement of Accounts and Contributions Among Partners. (a) In winding...

§54-1-901. Definitions. - Definitions. In this article: (1) “Constituent partnership” means a constituent...

§54-1-902. Conversion of organization other than partnership to domestic partnership - Conversion of domestic partnership to another organization. - Conversion of organization other than partnership to domestic partnership; Conversion...

§54-1-903. Filings Required for Conversion - Effective Date. - Filings Required for Conversion; Effective Date. (a) After a plan...

§54-1-904. Effect of conversion - Entity unchanged. - Effect of Conversion; Entity Unchanged. (a) An organization that has...

§54-1-905. Merger of Partnerships. - Merger of Partnerships. (a) Pursuant to a plan of merger...

§54-1-906. Effect of Merger. - Effect of Merger. (a) When a merger takes effect: (1)...

§54-1-907. Statement of Merger. - Statement of Merger. (a) After a merger, the surviving partnership...

§54-1-908. Nonexclusive. - Nonexclusive. This article is not exclusive. Partnerships or limited partnerships...

§54-1-909. Personal liability of partner of converting or constituent partnership - Consent. - Personal liability of partner of converting or constituent partnership; Consent....

§54-1-1001. Nature and purpose - Statement of qualification. - Nature and Purpose; Statement of Qualification. (a) A limited liability...

§54-1-1002. Name. - Name. The name of a limited liability partnership must end...

§54-1-1101. Law Governing Foreign Limited Liability Partnership. - Law Governing Foreign Limited Liability Partnership. (a) The law under...

§54-1-1102. Statement Of Foreign Qualification. - Statement Of Foreign Qualification. (a) Before transacting business in this...

§54-1-1103. Effect Of Failure To Qualify. - Effect Of Failure To Qualify. (a) A foreign limited liability...

§54-1-1104. Activities Not Constituting Transacting Business. - Activities Not Constituting Transacting Business. (a) Activities of a foreign...

§54-1-1105. Action By Attorney General. - Action By Attorney General. The Attorney General may maintain an...

§54-1-1201. Uniformity of Application and Construction. - Uniformity of Application and Construction. This act shall be applied...

§54-1-1206. Applicability. - Applicability. (a) Before November 1, 1998, the Oklahoma Revised Uniform...

§54-1-1207. Savings Clause. - Savings Clause. This act does not affect an action or...

§54-81. Certificate where fictitious name used - Filing - Exemption. - A. Except as otherwise provided by law, every partnership transacting...

§54-83. Execution of certificate - Acknowledgment - Effect of noncompliance - Compliance at any time. - The certificate required by Section 81 of this title shall...

§54-84. Amended certificate to be filed, when. - On every change in the members of a partnership transacting...

§54-84.1. Certificate of cancellation of fictitious name. - Whenever a partnership ceases to transact business in this state...

§54-500-101A. Short title. - SHORT TITLE. This act shall be known and may be...

§54-500-102A. Definitions. - DEFINITIONS. In the Uniform Limited Partnership Act of 2010: (1)...

§54-500-103A. Knowledge and notice. - KNOWLEDGE AND NOTICE. (a) A person knows a fact if...

§54-500-104A. Nature, purpose, and duration of entity. - NATURE, PURPOSE, AND DURATION OF ENTITY. (a) A limited partnership...

§54-500-105A. Powers. - POWERS. A limited partnership has the powers to do all...

§54-500-106A. Governing law. - GOVERNING LAW. The law of this state governs relations among...

§54-500-107A. Supplemental principles of law - Rate of interest. - SUPPLEMENTAL PRINCIPLES OF LAW; RATE OF INTEREST. (a) Unless displaced...

§54-500-108A. Name. - NAME. (a) The name of a limited partnership may contain...

§54-500-109A. Reservation of name. - RESERVATION OF NAME. (a) The exclusive right to the use...

§54-500-110A. Effect of partnership agreement - Nonwaivable provision. - EFFECT OF PARTNERSHIP AGREEMENT; NONWAIVABLE PROVISION. (a) Except as otherwise...

§54-500-111A. Required information. - REQUIRED INFORMATION. A limited partnership shall maintain at its designated...

§54-500-112A. Business transactions of partner with partnership. - BUSINESS TRANSACTIONS OF PARTNER WITH PARTNERSHIP. A partner may lend...

§54-500-113A. Dual capacity. - DUAL CAPACITY. A person may be both a general partner...

§54-500-114A. Office and agent for service of process. - OFFICE AND AGENT FOR SERVICE OF PROCESS. (a) A limited...

§54-500-115A. Change of designated office or agent for service of process. - CHANGE OF DESIGNATED OFFICE OR AGENT FOR SERVICE OF PROCESS....

§54-500-116A. Resignation of agent for service of process. - RESIGNATION OF AGENT FOR SERVICE OF PROCESS. (a) In order...

§54-500-117A. Service of process. - SERVICE OF PROCESS. (a) An agent for service of process...

§54-500-118A. Consent and proxies of partners. - CONSENT AND PROXIES OF PARTNERS. Action requiring the consent of...

§54-500-201A. Formation of limited partnership - Certificate of limited partnership. - FORMATION OF LIMITED PARTNERSHIP; CERTIFICATE OF LIMITED PARTNERSHIP. (a) In...

§54-500-202A. Amendment or restatement of certificate. - AMENDMENT OR RESTATEMENT OF CERTIFICATE. (a) In order to amend...

§54-500-203A. Statement of cessation. - STATEMENT OF CESSATION. A dissolved limited partnership that has completed...

§54-500-204A. Signing of records. - SIGNING OF RECORDS. (a) Each record delivered to the Secretary...

§54-500-205A. Signing and filing pursuant to judicial order. - SIGNING AND FILING PURSUANT TO JUDICIAL ORDER. (a) If a...

§54-500-206A. Delivery to and filing of records by Secretary of State - Effective time and date - Fees. - DELIVERY TO AND FILING OF RECORDS BY SECRETARY OF STATE;...

§54-500-207A. Correcting filed record. - CORRECTING FILED RECORD. (a) A limited partnership or foreign limited...

§54-500-208A. Liability for false information in filed record. - LIABILITY FOR FALSE INFORMATION IN FILED RECORD. (a) If a...

§54-500-209A. Certificate of good standing. - CERTIFICATE OF GOOD STANDING. (a) If the conditions set forth...

§54-500-210A. Annual certificate for Secretary of State. - ANNUAL CERTIFICATE FOR SECRETARY OF STATE. (a) A limited partnership...

§54-500-301A. Becoming limited partner. - BECOMING LIMITED PARTNER. A person becomes a limited partner: (1)...

§54-500-302A. No right or power as limited partner to bind limited partnership. - NO RIGHT OR POWER AS LIMITED PARTNER TO BIND LIMITED...

§54-500-303A. No liability as limited partner for limited partnership obligations. - NO LIABILITY AS LIMITED PARTNER FOR LIMITED PARTNERSHIP OBLIGATIONS. An...

§54-500-304A. Right of limited partner and former limited partner to information. - RIGHT OF LIMITED PARTNER AND FORMER LIMITED PARTNER TO INFORMATION....

§54-500-305A. Limited duties of limited partners. - LIMITED DUTIES OF LIMITED PARTNERS. (a) A limited partner does...

§54-500-306A. Person erroneously believing self to be limited partner. - PERSON ERRONEOUSLY BELIEVING SELF TO BE LIMITED PARTNER. (a) Except...

§54-500-401A. Becoming general partner. - BECOMING GENERAL PARTNER. A person becomes a general partner: (1)...

§54-500-402A. General partner agent of limited partnership. - GENERAL PARTNER AGENT OF LIMITED PARTNERSHIP. (a) Each general partner...

§54-500-403A. Limited partnership liable for general partner's actionable conduct. - LIMITED PARTNERSHIP LIABLE FOR GENERAL PARTNER’S ACTIONABLE CONDUCT. (a) A...

§54-500-404A. General partner's liability. - GENERAL PARTNER’S LIABILITY. (a) Except as otherwise provided in subsections...

§54-500-405A. Actions by and against partnership and partners. - ACTIONS BY AND AGAINST PARTNERSHIP AND PARTNERS. (a) To the...

§54-500-406A. Management rights of general partner. - MANAGEMENT RIGHTS OF GENERAL PARTNER. (a) Each general partner has...

§54-500-407A. Right of general partner and former general partner to information. - RIGHT OF GENERAL PARTNER AND FORMER GENERAL PARTNER TO INFORMATION....

§54-500-408A. General standards of general partner's conduct. - GENERAL STANDARDS OF GENERAL PARTNER’S CONDUCT. (a) The only fiduciary...

§54-500-501A. Form of contribution. - FORM OF CONTRIBUTION. A contribution of a partner may consist...

§54-500-502A. Liability for contribution. - LIABILITY FOR CONTRIBUTION. (a) A partner’s obligation to contribute money...

§54-500-503A. Sharing of distributions. - SHARING OF DISTRIBUTIONS. A distribution by a limited partnership must...

§54-500-504A. Interim distributions. - INTERIM DISTRIBUTIONS. A partner does not have a right to...

§54-500-505A. No distribution on account of dissociation. - NO DISTRIBUTION ON ACCOUNT OF DISSOCIATION. A person does not...

§54-500-506A. Distribution in kind. - DISTRIBUTION IN KIND. A partner does not have a right...

§54-500-507A. Right to distribution. - RIGHT TO DISTRIBUTION. When a partner or transferee becomes entitled...

§54-500-508A. Limitations on distribution. - LIMITATIONS ON DISTRIBUTION. (a) A limited partnership may not make...

§54-500-509A. Liability for improper distributions. - LIABILITY FOR IMPROPER DISTRIBUTIONS. (a) A general partner that consents...

§54-500-601A. Dissociation as limited partner. - DISSOCIATION AS LIMITED PARTNER. (a) A person does not have...

§54-500-602A. Effect of dissociation as limited partner. - EFFECT OF DISSOCIATION AS LIMITED PARTNER. (a) Upon a person’s...

§54-500-603A. Dissociation as general partner. - DISSOCIATION AS GENERAL PARTNER. A person is dissociated from a...

§54-500-604A. Person's power to dissociate as general partner - Wrongful dissociation. - PERSON’S POWER TO DISSOCIATE AS GENERAL PARTNER; WRONGFUL DISSOCIATION. (a)...

§54-500-605A. Effect of dissociation as general partner. - EFFECT OF DISSOCIATION AS GENERAL PARTNER. (a) Upon a person’s...

§54-500-606A. Power to bind and liability to limited partnership before dissolution of partnership of person dissociated as general partner. - POWER TO BIND AND LIABILITY TO LIMITED PARTNERSHIP BEFORE DISSOLUTION...

§54-500-607A. Liability to other persons of person dissociated as general partner. - LIABILITY TO OTHER PERSONS OF PERSON DISSOCIATED AS GENERAL PARTNER....

§54-500-701A. Partner's transferable interest. - PARTNER’S TRANSFERABLE INTEREST. The only interest of a partner which...

§54-500-702A. Transfer of partner's transferable interest. - TRANSFER OF PARTNER’S TRANSFERABLE INTEREST. (a) A transfer, in whole...

§54-500-703A. Rights of creditor of partner or transferee. - RIGHTS OF CREDITOR OF PARTNER OR TRANSFEREE. (a) On application...

§54-500-704A. Power of estate of deceased partner. - POWER OF ESTATE OF DECEASED PARTNER. If a partner dies,...

§54-500-801A. Nonjudicial dissolution. - NONJUDICIAL DISSOLUTION. Except as otherwise provided in Section 64 of...

§54-500-802A. Judicial dissolution. - JUDICIAL DISSOLUTION. On application by a partner the district court...

§54-500-803A. Winding up. - WINDING UP. (a) A limited partnership continues after dissolution only...

§54-500-804A. Power of general partner and person dissociated as general partner to bind partnership after dissolution. - POWER OF GENERAL PARTNER AND PERSON DISSOCIATED AS GENERAL PARTNER...

§54-500-805A. Liability after dissolution of general partner and person dissociated as general partner to limited partnership - Other general partners - Persons dissociated as general partner. - LIABILITY AFTER DISSOLUTION OF GENERAL PARTNER AND PERSON DISSOCIATED AS...

§54-500-806A. Known claims against dissolved limited partnership. - KNOWN CLAIMS AGAINST DISSOLVED LIMITED PARTNERSHIP. (a) A dissolved limited...

§54-500-807A. Other claims against dissolved limited partnership. - OTHER CLAIMS AGAINST DISSOLVED LIMITED PARTNERSHIP. (a) A dissolved limited...

§54-500-808A. Liability of general partner and person dissociated as general partner when claim against limited partnership barred. - LIABILITY OF GENERAL PARTNER AND PERSON DISSOCIATED AS GENERAL PARTNER...

§54-500-809A. Cessation of good standing. - CESSATION OF GOOD STANDING. (a) A limited partnership ceases to...

§54-500-810A. Reinstatement after cessation of good standing. - REINSTATEMENT AFTER CESSATION OF GOOD STANDING. (a) A limited partnership...

§54-500-811A. Appeal from denial of reinstatement. - APPEAL FROM DENIAL OF REINSTATEMENT. (a) Within thirty (30) days...

§54-500-812A. Disposition of assets - When contributions required. - DISPOSITION OF ASSETS; WHEN CONTRIBUTIONS REQUIRED. (a) In winding up...

§54-500-901A. Governing law. - GOVERNING LAW. (a) The laws of the state or other...

§54-500-902A. Application for certificate of authority. - APPLICATION FOR CERTIFICATE OF AUTHORITY. (a) A foreign limited partnership...

§54-500-903A. Activities not constituting transacting business. - ACTIVITIES NOT CONSTITUTING TRANSACTING BUSINESS. (a) Activities of a foreign...

§54-500-904A. Filing of certificate of authority. - FILING OF CERTIFICATE OF AUTHORITY. Unless the Secretary of State...

§54-500-905A. Noncomplying name of foreign limited partnership. - NONCOMPLYING NAME OF FOREIGN LIMITED PARTNERSHIP. (a) A foreign limited...

§54-500-906A. Revocation of certificate of authority. - REVOCATION OF CERTIFICATE OF AUTHORITY. The Secretary of State shall...

§54-500-907A. Cancellation of certificate of authority - Effect of failure to have certificate. - CANCELLATION OF CERTIFICATE OF AUTHORITY; EFFECT OF FAILURE TO HAVE...

§54-500-908A. Action by Attorney General. - ACTION BY ATTORNEY GENERAL. The Attorney General may maintain an...

§54-500-1001A. Direct action by partner. - DIRECT ACTION BY PARTNER. (a) Subject to subsection (b) of...

§54-500-1002A. Derivative action. - DERIVATIVE ACTION. A partner may maintain a derivative action to...

§54-500-1003A. Proper plaintiff. - PROPER PLAINTIFF. A derivative action may be maintained only by...

§54-500-1004A. Pleading. - PLEADING. In a derivative action, the complaint must state with...

§54-500-1005A. Proceeds and expenses. - PROCEEDS AND EXPENSES. (a) Except as otherwise provided in subsection...

§54-500-1101A. Definitions. - DEFINITIONS. In this article: (1) “Constituent limited partnership” means a...

§54-500-1102A. Conversion. - CONVERSION. (a) An organization other than a limited partnership may...

§54-500-1103A. Action on plan of conversion by converting limited partnership. - ACTION ON PLAN OF CONVERSION BY CONVERTING LIMITED PARTNERSHIP. (a)...

§54-500-1104A. Filings required for conversion - Effective date. - FILINGS REQUIRED FOR CONVERSION; EFFECTIVE DATE. (a) After a plan...

§54-500-1105A. Effect of conversion. - EFFECT OF CONVERSION. (a) An organization that has been converted...

§54-500-1106A. Merger. - MERGER. (a) A limited partnership may merge with one or...

§54-500-1107A. Action on plan of merger by constituent limited partnership. - ACTION ON PLAN OF MERGER BY CONSTITUENT LIMITED PARTNERSHIP. (a)...

§54-500-1108A. Filings required for merger - Effective date. - FILINGS REQUIRED FOR MERGER; EFFECTIVE DATE. (a) After each constituent...

§54-500-1109A. Effect of merger. - EFFECT OF MERGER. (a) When a merger becomes effective: (1)...

§54-500-1110A. Restrictions on approval of conversions and mergers and on relinquishing LLP Status. - RESTRICTIONS ON APPROVAL OF CONVERSIONS AND MERGERS AND ON RELINQUISHING...

§54-500-1111A. Liability of general partner after conversion or merger. - LIABILITY OF GENERAL PARTNER AFTER CONVERSION OR MERGER. (a) A...

§54-500-1112A. Power of general partners and persons dissociated as general partners to bind organization after conversion or merger. - POWER OF GENERAL PARTNERS AND PERSONS DISSOCIATED AS GENERAL PARTNERS...

§54-500-1113A. Article not exclusive. - ARTICLE NOT EXCLUSIVE. This article does not preclude an entity...

§54-500-1201A. Uniformity of application and construction. - UNIFORMITY OF APPLICATION AND CONSTRUCTION. In applying and construing the...

§54-500-1202A. Relation to electronic signatures in Global and National Commerce Act. - RELATION TO ELECTRONIC SIGNATURES IN GLOBAL AND NATIONAL COMMERCE ACT....

§54-500-1203A. Application to existing relationships. - APPLICATION TO EXISTING RELATIONSHIPS. (a) Before July 1, 2011, the...

§54-500-1207A. Savings clause. - SAVINGS CLAUSE. The Uniform Limited Partnership Act of 2010 does...

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Oklahoma Statutes Title 54. Partnership

Oklahoma Statutes
Title 54. Partnership