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§ 541. Right of action

A limited partner may bring an action in the right of a limited partnership to recover a judgment in its favor if general partners with authority to do so have refused to bring the action, or if an effort to cause those general partners to bring the action is not likely to succeed.

§ 542. Proper plaintiff

In a derivative action, the plaintiff must be a partner at the time of bringing the action and: (1) must have been a partner at the time of the transaction of which he complains, or (2) his status as a partner must have devolved upon him by operation of law or pursuant to the terms […]

§ 521. Law governing

Subject to the Constitution of the United States: (1) the laws of the jurisdiction under which a foreign limited partnership is organized govern its organization and internal affairs and the liability of its limited partners, and (2) a foreign limited partnership may not be denied registration by reason of any difference between those laws and […]

§ 522. Registration

Before transacting business in the Virgin Islands, a foreign limited partnership shall register with the Office of the Lieutenant Governor. In order to register, a foreign limited partnership shall submit to the Office of the Lieutenant Governor, in duplicate, an application for registration as a foreign limited partnership, signed and sworn to by a general […]

§ 523. Issuance of registration

(a) If the Lieutenant Governor finds that an application for registration conforms to law and all requisite fees have been paid, he shall: (1) endorse on the application the word “Filed,” and the month, day and year of the filing thereof; (2) file in his office a duplicate original of the application; and (3) issue […]

§ 524. Name

A foreign limited partnership may register with the Office of the Lieutenant Governor under any name, whether or not it is the name under which it is registered in its state of organization, that includes without abbreviation the words “limited partnership” and that could be registered by a domestic limited partnership.

§ 525. Changes and amendments

If any statement in the application for registration of a foreign limited partnership was false when made or any arrangements or other facts described have changed, making the application inaccurate in any respect, the foreign limited partnership shall promptly file in the Office of the Lieutenant Governor a certificate, signed and sworn to by a […]

§ 475. Power of estate of deceased or incompetent partner

If a partner who is an individual dies or a court of competent jurisdiction adjudges him to be incompetent to manage his person or property, the partner’s executor, administrator, guardian, conservator, or other legal representative may exercise all the partner’s rights for the purpose of settling his estate or administering his property, including any power […]

§ 491. Nonjudicial dissolution

A limited partnership is dissolved and its affairs shall be wound up upon the happening of the first to occur of the following: (1) at the time specified in the certificate of limited partnership; (2) upon the happening of events specified in writing in the partnership agreement; (3) written consent of all partners; (4) an […]

§ 492. Judicial dissolution

On application by or for a partner, the Superior Court of the Virgin Islands may decree dissolution of a limited partnership whenever it is not reasonably practicable to carry on the business in conformity with the partnership agreement.