§ 61-2-208. Notice
The fact that a certificate of limited partnership is on file with the secretary of state is notice that the partnership is a limited partnership and is notice of all other facts set forth therein which are required to be set forth in a certificate of limited partnership by § 61-2-201(a)(1)-(4) and by § 61-2-202(g).
§ 61-2-209. Delivery to Partners
Upon the return by the secretary of state pursuant to § 61-2-1106 of a certificate marked “Filed,” the general partners shall promptly deliver or mail a copy of the certificate to each limited partner, if the partnership agreement so requires.
§ 61-2-210. Integration and Restatement
A limited partnership may, whenever desired, integrate into a single instrument all of the provisions of its certificate of limited partnership which are then in effect and operative as a result of there having theretofore been filed with the secretary of state one (1) or more certificates or other instruments pursuant to any of the […]
§ 61-2-211. Merger
As used in this section, “other business entity” means a corporation, limited liability company, business trust or association, a real estate investment trust, a common law trust, or an unincorporated business, including a partnership (whether general or limited, but excluding a domestic limited partnership). Pursuant to an agreement of merger, a domestic limited partnership may […]
§ 61-2-105. Service on Partnership Generally
A limited partnership’s registered agent is the limited partnership’s agent for service of process, notice or demand required or permitted by law to be served on the limited partnership. Whenever a domestic or foreign limited partnership authorized to do business in this state fails to appoint or maintain a registered agent in this state, whenever […]
§ 61-2-106. Service on Secretary of State
Service on the secretary of state, when the secretary of state is an agent for a domestic or foreign limited partnership as provided in § 61-2-105(b), of any process, notice or demand shall be made by delivering to the secretary of state the original and one (1) copy of such process, notice or demand, duly […]
§ 61-2-107. Business Permitted
A limited partnership may carry on any business that a partnership without limited partners may carry on, unless otherwise prohibited by law.
§ 61-2-108. Rights and Obligations of Partner
Except as provided in the partnership agreement, a partner may lend money to, borrow money from, act as a surety, guarantor or endorser for, guarantee or assume one (1) or more specific obligations of, provide collateral for, and transact other business with the limited partnership and, subject to other applicable law, has the same rights […]
§ 61-2-109. Indemnification of Partner — Advancement of Expenses
Subject to such standards and restrictions, if any, as are set forth in its partnership agreement, a limited partnership may, and shall have the power to, indemnify and hold harmless any partner or other person from and against any and all claims and demands whatsoever if: He conducted himself in good faith; He reasonably believed: […]
§ 61-2-201. Execution and Filing of Certificate of Limited Partnership
In order to form a limited partnership, one (1) or more persons, but not less than all of the general partners, must execute a certificate of limited partnership. A certificate of limited partnership must be filed with the secretary of state, in the manner and form prescribed by the secretary of state, and set forth: […]