§ 61-2-903. Filing of Application
If the secretary of state finds that an application for registration conforms to law and all requisite fees have been paid, he shall file the application in accordance with part 11 of this chapter.
§ 61-2-904. Name — Registered Office and Agent
A foreign limited partnership may register with the secretary of state under any name (whether or not it is the name under which it is registered in the jurisdiction of its organization) that includes the words “Limited Partnership” or the abbreviation “L.P.” and that could be registered by a domestic limited partnership. Except as authorized […]
§ 61-2-905. Amended Registration
If any statement required by § 61-2-902 in the application for registration of a foreign limited partnership was false when made or any matter described in the application for registration has changed, making the application false, the foreign limited partnership shall promptly file with the secretary of state an application for an amended registration of […]
§ 61-2-906. Cancellation of Registration
A foreign limited partnership may cancel its registration by filing with the secretary of state a certificate of cancellation of registration executed by a general partner, which shall set forth: The name of the foreign limited partnership, and, if different, the name under which it is registered to do business in Tennessee; The name of […]
§ 61-2-705. Deceased or Incompetent Partners
If a partner who is an individual dies or a court of competent jurisdiction adjudges him to be incompetent to manage his person or his property, the partner’s executor, administrator, guardian, conservator or other legal representative may exercise all of the partner’s rights for the purpose of settling his estate or administering his property, including […]
§ 61-2-801. When Required — Exception
A limited partnership is dissolved and its affairs shall be wound up upon the first to occur of the following: At the time or upon the happening of events specified in the partnership agreement; Written consent of all partners; In the event of withdrawal of a general partner, unless at the time there is at […]
§ 61-2-802. Judicial Dissolution
On application by or for a partner, the court of record may decree dissolution of a limited partnership whenever it is not reasonably practicable to carry on the business in conformity with the partnership agreement.
§ 61-2-607. Limitations on Distribution
A limited partnership shall not make a distribution to a partner to the extent that at the time of the distribution, after giving effect to the distribution, all liabilities of the limited partnership, other than liabilities to partners on account of their partnership interests and liabilities for which the recourse of creditors is limited to […]
§ 61-2-608. Priority Between Limited Partners
Where there are several limited partners, the members may agree that one (1) or more of the limited partners shall have a priority over other limited partners as to the return of their contributions, as to their compensation by way of income, or as to any other matter. If such an agreement is made, it […]
§ 61-2-609. Classes and Voting
A partnership agreement may provide for classes or groups of partners, both general and limited, having such relative rights, powers and duties as the partnership agreement may provide, and may make provisions for the future creation in the manner provided in the partnership agreement of additional classes or groups of partners having such relative rights, […]