178.0103 Knowledge; notice.
(1) A person knows a fact if any of the following applies:
(a) The person has actual knowledge of the fact.
(b) The person is deemed to know the fact under sub. (4) (a) or law other than this chapter.
(2) A person has notice of a fact if any of the following applies:
(a) The person has reason to know the fact from all the facts known to the person at the time in question.
(b) The person is deemed to have notice of the fact under sub. (4) (b).
(3) Subject to s. 178.0117 (6), a person notifies another person of a fact by taking steps reasonably required to inform the other person in ordinary course, whether or not those steps cause the other person to know the fact.
(4)
(a) A person not a partner is deemed to know of a limitation on authority to transfer real property as provided in s. 178.0303 (7).
(b) A person not a partner is deemed to have notice of all of the following as follows:
1. A person's dissociation as a partner 90 days after a statement of dissociation under s. 178.0704 becomes effective.
2. A partnership's dissolution 90 days after a statement of dissolution under s. 178.0802 becomes effective.
3. A partnership's termination 90 days after a statement of termination under s. 178.0802 becomes effective.
4. A partnership's participation in a merger, interest exchange, conversion, or domestication, 90 days after the articles of merger, interest exchange, conversion, or domestication under subch. XI become effective.
(5) Except for a transferor partner's notice or knowledge of the transfer under s. 178.0503 (4) or a withdrawing partner's notice or knowledge of the withdrawal under s. 178.0601 (1), a partner's knowledge or notice of a fact relating to the partnership is effective immediately as knowledge of or notice to the partnership, except in the case of a fraud on the partnership committed by or with the consent of that partner.
(6) This subsection applies to notice that is required under this chapter and that is made subject to this subsection by express reference to this subsection. Written notice is effective at the earliest of the following:
(a) When received.
(b) Five days after its deposit in the U.S. mail, if mailed postpaid and correctly addressed.
(c) On the date shown on the return receipt, if sent by registered or certified mail, return receipt requested, and the receipt is signed by or on behalf of the addressee.
(d) For notices from the department, upon successful transmission by e-mail as provided in this chapter.
History: 2015 a. 295; 2021 a. 258.
Structure Wisconsin Statutes & Annotations
Wisconsin Statutes & Annotations
Chapter 178 - Uniform partnership law.
178.0105 - Partnership agreement; scope, function, and limitations.
178.0108 - Signing of records to be delivered for filing to the department.
178.0109 - Liability for inaccurate information in filed record.
178.0111 - Delivery of record.
178.0112 - Signing and filing pursuant to judicial order.
178.0113 - Filing requirements.
178.0114 - Effective date and time.
178.0115 - Withdrawal of filed record before effectiveness.
178.0116 - Correcting filed record.
178.0117 - Duty of department to file; review of refusal to file; delivery of record by department.
178.0119 - Supplemental principles of law.
178.0120 - Fees; certified copies; filing false documents.
178.0121 - Certificate of status.
178.0201 - Partnership as entity.
178.0202 - Formation of partnership.
178.0203 - Partnership property.
178.0204 - When property is partnership property.
178.0301 - Partner agent of partnership.
178.0302 - Transfer of partnership property.
178.0303 - Statement of partnership authority.
178.0304 - Statement of denial.
178.0305 - Partnership liable for partner's actionable conduct.
178.0306 - Partner's liability.
178.0307 - Actions by and against partnership and partners.
178.0308 - Liability of purported partner.
178.0401 - Partner's rights and duties.
178.0403 - Form of contribution.
178.0404 - Liability for contribution.
178.0405 - Sharing of and right to distributions before dissolution.
178.0406 - Limitations on distributions by limited liability partnership.
178.0407 - Liability for improper distributions by limited liability partnership.
178.0408 - Rights to information of partners and persons dissociated as partner.
178.0409 - Standards of conduct for partners.
178.0410 - Actions by partnership and partners.
178.0411 - Continuation of partnership beyond definite term or particular undertaking.
178.0501 - Partner not co-owner of partnership property.
178.0502 - Nature of transferable interest.
178.0503 - Transfer of transferable interest.
178.0505 - Power of legal representative of deceased partner.
178.0601 - Events causing dissociation.
178.0602 - Power to dissociate as partner; wrongful dissociation.
178.0603 - Effect of dissociation.
178.0701 - Purchase of interest of person dissociated as partner.
178.0702 - Power to bind and liability of person dissociated as partner.
178.0703 - Liability of person dissociated as partner to other persons.
178.0704 - Statement of dissociation.
178.0705 - Continued use of partnership name.
178.0801 - Events causing dissolution.
178.0803 - Rescinding dissolution.
178.0804 - Power to bind partnership after dissolution.
178.0805 - Liability after dissolution of partner and person dissociated as partner.
178.0806 - Disposition of assets in winding up; when contributions required.
178.0807 - Known claims against dissolved limited liability partnership.
178.0808 - Claims against dissolved limited liability partnership generally.
178.0901 - Statement of qualification.
178.09031 - Grounds for revocation.
178.09032 - Procedure for and effect of administrative revocation.
178.0904 - Reinstatement following administrative revocation.
178.0905 - Appeal from denial of reinstatement.
178.0906 - Reservation of name.
178.0907 - Registration of name.
178.0908 - Registered agent and registered office.
178.0909 - Change of registered agent or registered office by limited liability partnership.
178.0910 - Resignation of registered agent.
178.0911 - Change of name or address by registered agent.
178.0912 - Service of process, notice, or demand.
178.0913 - Annual report for department.
178.1002 - Registration to do business in this state.
178.1003 - Foreign registration statement.
178.1004 - Amendment of foreign registration statement.
178.1005 - Activities not constituting doing business.
178.1006 - Noncomplying name of foreign limited liability partnership.
178.1009 - Transfer of registration.
178.10101 - Grounds for revocation.
178.10102 - Procedure for and effect of revocation.
178.10103 - Appeal from revocation.
178.1011 - Withdrawal of registration of registered foreign limited liability partnership.
178.1012 - Action by attorney general.
178.1102 - Relationship of subchapter to other laws.
178.1105 - Reference to external facts.
178.1123 - Approval of merger; amendment; abandonment.
178.1124 - Filings required for merger; effective date.
178.1131 - Interest exchange authorized.
178.1132 - Plan of interest exchange.
178.1133 - Approval of interest exchange; amendment; abandonment.
178.1134 - Filings required for interest exchange; effective date.
178.1135 - Effect of interest exchange.
178.1141 - Conversion authorized.
178.1142 - Plan of conversion.
178.1143 - Approval of conversion; amendment; abandonment.
178.1144 - Filings required for conversion; effective date.
178.1145 - Effect of conversion.
178.1151 - Domestication authorized.
178.1152 - Plan of domestication.
178.1153 - Approval of domestication; amendment; abandonment.
178.1154 - Filings required for domestication; effective date.
178.1161 - Restrictions on approval of mergers, interest exchanges, conversions and domestications.
178.1201 - Uniformity of application and construction.
178.1202 - Relation to electronic signatures in global and national commerce act.