178.1005 Activities not constituting doing business.
(1) Activities of a foreign limited liability partnership which do not constitute doing business in this state under this subchapter include all of the following:
(a) Maintaining, defending, mediating, arbitrating, or settling an action or proceeding.
(b) Carrying on any activity concerning its internal affairs, including holding meetings of its partners.
(c) Maintaining accounts in financial institutions.
(d) Maintaining offices or agencies for the transfer, exchange, and registration of securities of the partnership or maintaining trustees or depositaries with respect to those securities.
(e) Selling through independent contractors.
(f) Soliciting or obtaining orders by any means if the orders require acceptance outside this state before they become contracts.
(g) Creating or acquiring indebtedness, mortgages, or security interests in property.
(h) Securing or collecting debts or enforcing mortgages or security interests in property securing the debts and holding, protecting, or maintaining property.
(i) Conducting an isolated transaction that is not in the course of similar transactions.
(j) Owning, without more, property.
(k) Doing business in interstate commerce.
(2) A person does not do business in this state solely by being a partner of a foreign limited liability partnership that does business in this state.
(3) This section does not apply in determining the contacts or activities that may subject a foreign limited liability partnership to service of process, taxation, or regulation under law of this state other than this chapter.
History: 2015 a. 295.
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.