(A) A foreign limited liability partnership authorized to transact business in this State may cancel its registration upon procuring from the Secretary of State a certificate of cancellation. In order to procure such certificate, the foreign limited liability partnership shall deliver to the Secretary of State an application for cancellation, which shall set forth:
(1) the name of the foreign limited liability partnership and the state or other jurisdiction under the laws of which it is formed;
(2) that the foreign limited liability partnership is not transacting business in this State;
(3) that the foreign limited liability partnership surrenders its certificate of authority to transact business in this State;
(4) that the foreign limited liability partnership revokes the authority of its registered agent for service of process in this State and consents that service of process in any action, suit, or proceeding based upon any cause of action arising in this State may thereafter be made on such foreign limited liability partnership by service thereof upon the Secretary of State; and
(5) an address to which a person may mail a copy of any process against the foreign limited liability partnership.
(B) The application for cancellation shall be in the form and manner designated by the Secretary of State and shall be executed on behalf of the foreign limited liability partnership by a person with authority to do so under the laws of the State or other jurisdiction of its formation, or if the foreign limited liability partnership is in the hands of a receiver, trustee, or other court-appointed fiduciary by that fiduciary.
(C) A cancellation does not terminate the authority of the Secretary of State to accept service of process on the foreign limited liability partnership with respect to causes of action arising out of the transaction of business in this State.
HISTORY: 1994 Act No. 448, Section 10.
Structure South Carolina Code of Laws
Title 33 - Corporations, Partnerships and Associations
Chapter 41 - Uniform Partnership Act
Section 33-41-10. Short title.
Section 33-41-20. Definitions.
Section 33-41-30. What constitutes "knowledge" or "notice" of a fact.
Section 33-41-40. Rules of construction; applicable rules of law; existing rights are not affected.
Section 33-41-50. Rules for cases not provided for.
Section 33-41-210. "Partnership" defined; application to limited partnerships.
Section 33-41-220. Determining existence of partnership.
Section 33-41-230. Partnership property; acquisition and conveyance.
Section 33-41-310. Partner's acts and agency; limitation of authority.
Section 33-41-320. Conveyances of real property of partnership.
Section 33-41-330. Admission or representation by partner as evidence.
Section 33-41-340. Notice to or knowledge of partner.
Section 33-41-350. Liability for wrongful act or omission of partner.
Section 33-41-360. Partnership is bound by partner's breach of trust.
Section 33-41-370. Nature of partners' liability.
Section 33-41-380. Liability as partner by estoppel.
Section 33-41-390. Liability of incoming partner.
Section 33-41-510. Rules determining rights and duties of partners as to partnership.
Section 33-41-520. Partnership books.
Section 33-41-530. Duty of partners to give information.
Section 33-41-540. Partner is accountable as a fiduciary.
Section 33-41-550. Right to formal accounting.
Section 33-41-560. Continuation of partnership beyond fixed term or particular undertaking.
Section 33-41-710. Extent of property rights.
Section 33-41-720. Nature of right in specific partnership property.
Section 33-41-730. Nature of partner's interest in partnership.
Section 33-41-740. Effect of assignment of partner's interest in partnership.
Section 33-41-910. "Dissolution" defined.
Section 33-41-920. Partnership is not terminated by dissolution.
Section 33-41-930. Causes of dissolution.
Section 33-41-940. Dissolution by decree of court.
Section 33-41-950. Effect of dissolution on partner's authority to act.
Section 33-41-960. Liability of partner for acts of other partner upon dissolution.
Section 33-41-970. Power of partner to bind partnership after dissolution.
Section 33-41-980. Satisfying certain liability of partner.
Section 33-41-990. When partnership is not bound by partner after dissolution.
Section 33-41-1000. Liability under Section 33-41-380 not affected.
Section 33-41-1010. Effect of dissolution on existing liability of partner.
Section 33-41-1020. Right to wind up partnership affairs.
Section 33-41-1030. Application of property upon dissolution not in contravention of agreement.
Section 33-41-1040. Rights of partners upon dissolution in contravention of agreement.
Section 33-41-1050. Rights when partnership agreement is rescinded for fraud or misrepresentation.
Section 33-41-1060. Settlement of accounts between partners; rules for distribution.
Section 33-41-1070. Liability of persons continuing business in certain cases.
Section 33-41-1090. Accrual of right to an account.
Section 33-41-1130. Liability insurance.
Section 33-41-1140. Powers granted to limited liability partnership.
Section 33-41-1180. Application for certificate, articles of amendment, amended certificate.
Section 33-41-1190. Foreign limited liability partnership; cancellation of registration.
Section 33-41-1200. Effect of failure of foreign limited liability partnership to register.
Section 33-41-1220. Powers of General Assembly as to regulations, amendment or repeal of statute.
Section 33-41-1320. Effect of merger; service of process; liability for partnership obligations.