Section 54-2A-1101 – Definitions.
As used in Article 11 [54-2A-1101 NMSA 1978] of the Uniform Revised Limited Partnership Act: A. “constituent limited partnership” means a constituent organization that is a limited partnership; B. “constituent organization” means an organization that is party to a merger; C. “converted organization” means the organization into which a converting organization converts pursuant to Sections […]
Section 54-2A-902 – Application for certificate of authority.
A. Before transacting business in New Mexico, a foreign limited partnership must have a certificate of authority to transact business in New Mexico. A foreign limited partnership may apply for a certificate of authority to transact business in this state by delivering an application to the secretary of state for filing. The application must state: […]
Section 54-2A-903 – Activities not constituting transacting business.
A. Activities of a foreign limited partnership that do not constitute transacting business in this state within the meaning of Article 9 [54-2A-901 NMSA 1978] of the Uniform Revised Limited Partnership Act include: (1) maintaining, defending and settling an action or proceeding, whether judicial, administrative, arbitration or mediation; (2) holding meetings of its partners or […]
Section 54-2A-904 – Filing of certificate of authority.
Unless the secretary of state determines that an application for a certificate of authority or a revised application for a certificate of authority does not comply with the filing requirements of the Uniform Revised Limited Partnership Act, the secretary of state, upon payment of all filing fees, shall file the application, prepare, sign and file […]
Section 54-2A-905 – Noncomplying name of foreign limited partnership.
A. A foreign limited partnership whose name does not comply with Section 108 of the Uniform Revised Limited Partnership Act shall not obtain a certificate of authority until it adopts, for the purpose of transacting business in this state, an alternate name that complies with Section 108 of that act. After obtaining a certificate of […]
Section 54-2A-906 – Changes or errors in application for certificate of authority.
A. A foreign limited partnership shall deliver to the secretary of state for filing: (1) a revised application for a certificate of authority to reflect any change in the information contained in an application for certificate of authority; or (2) a statement of correction pursuant to Section 207 [54-2A-207 NMSA 1978] of the Uniform Revised […]
Section 54-2A-907 – Cancellation of certificate of authority; effect of failure to have certificate.
A. In order to cancel its certificate of authority to transact business in this state, a foreign limited partnership shall deliver to the secretary of state for filing a notice of cancellation. The certificate is canceled when the notice becomes effective pursuant to Section 206 [54-2A-206 NMSA 1978] of the Uniform Revised Limited Partnership Act. […]
Section 54-2A-908 – Action by attorney general.
The attorney general may maintain an action to restrain a foreign limited partnership from transacting business in this state in violation of Article 9 [54-2A-901 NMSA 1978] of the Uniform Revised Limited Partnership Act. History: Laws 2007, ch. 129, § 908. ANNOTATIONS Compiler’s notes. — Laws 2009, ch. 181, § 6 amended Laws 2007, ch. […]
Section 54-2A-1001 – Direct action by partner.
A. Subject to Subsection B of this section, a partner may maintain a direct action against the limited partnership or another partner for legal or equitable relief, with or without an accounting as to the partnership’s activities, to enforce the rights and otherwise protect the interests of the partner, including rights and interests pursuant to […]
Section 54-2A-1002 – Derivative action.
A partner may maintain a derivative action to enforce a right of a limited partnership if: A. the partner first makes a demand on the general partners, requesting that they cause the limited partnership to bring an action to enforce the right, and the general partners do not bring the action within a reasonable time; […]