Section 54-2A-1203 – Relation to Electronic Signatures in Global and National Commerce Act.
The Uniform Revised Limited Partnership Act modifies, limits or supersedes the federal Electronic Signatures in Global and National Commerce Act, 15 U.S.C. Section 7001 et seq., but the Uniform Revised Limited Partnership Act does not modify, limit or supersede Section 101(c) of the federal Electronic Signatures in Global and National Commerce Act or authorize electronic […]
Section 54-2A-1204 – Application to existing limited partnerships and other relationships.
A. The Uniform Revised Limited Partnership Act governs only: (1) a limited partnership formed on or after January 1, 2008; and (2) except as otherwise provided in Subsections B and C of this section, a limited partnership formed before January 1, 2008 that elects, in the manner provided in its partnership agreement or by law […]
Section 54-2A-1102 – Conversion.
A. An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization pursuant to this section and Sections 1103 [54-2A-1103 NMSA 1978] through 1105 [54-2A-1105 NMSA 1978] of the Uniform Revised Limited Partnership Act and a plan of conversion, if: (1) the other organization’s […]
Section 54-2A-1103 – Action on plan of conversion by converting limited partnership.
A. Subject to Section 1110 [54-2A-1110 NMSA 1978] of the Uniform Revised Limited Partnership Act, a plan of conversion must be consented to by all the partners of a converting limited partnership. B. Subject to Section 1110 of the Uniform Revised Limited Partnership Act and any contractual rights, after a conversion is approved, and at […]
Section 54-2A-1104 – Filings required for conversion; effective date.
A. After a plan of conversion is approved: (1) a converting limited partnership shall deliver to the secretary of state for filing articles of conversion that shall include: (a) a statement that the limited partnership has been converted into another organization; (b) the name and form of the organization and the jurisdiction of its governing […]
Section 54-2A-1105 – Effect of conversion.
A. An organization that has been converted pursuant to Article 11 [54-2A-1101 NMSA 1978] of the Uniform Revised Limited Partnership Act is for all purposes the same entity that existed before the conversion. B. When a conversion takes effect: (1) all property owned by the converting organization remains vested in the converted organization; (2) all […]
Section 54-2A-1106 – Merger.
A. A limited partnership may merge with one or more other constituent organizations pursuant to this section and Sections 1107 [54-2A-1107 NMSA 1978] through 1109 [54-2A-1109 NMSA 1978] of the Uniform Revised Limited Partnership Act and a plan of merger, if: (1) the governing statute of each of the other organizations authorizes the merger; (2) […]
Section 54-2A-1107 – Action on plan of merger by constituent limited partnership.
A. Subject to Section 1110 [54-2A-1110 NMSA 1978] of the Uniform Revised Limited Partnership Act, a plan of merger must be consented to by all the partners of a constituent limited partnership. B. Subject to Section 1110 of the Uniform Revised Limited Partnership Act and any contractual rights, after a merger is approved, and at […]
Section 54-2A-1108 – Filings required for merger; effective date.
A. After each constituent organization has approved a merger, articles of merger shall be signed on behalf of: (1) each preexisting constituent limited partnership, by each general partner listed in the certificate of limited partnership; and (2) each other preexisting constituent organization, by an authorized representative. B. The articles of merger shall include: (1) the […]
Section 54-2A-1004 – Pleading.
In a derivative action, the complaint must state with particularity: A. the date and content of plaintiff’s demand and the general partners’ response to the demand; or B. why demand should be excused as futile. History: Laws 2007, ch. 129, § 1004. ANNOTATIONS Effective dates. — Laws 2007, ch. 129, § 1208 made the section […]