486A.1206 Appeal from secretary of state’s refusal to file document. 1. If the secretary of state refuses to file a document delivered to the secretary of state’s office for filing, the domestic or foreign partnership may appeal the refusal, within thirty days after the return of the document, to the district court for the county […]
486A.1207 Evidentiary effect of copy of filed document. A certificate attached to a copy of a document filed by the secretary of state, bearing the secretary of state’s signature, which may be in facsimile, and the seal of the secretary of state, is conclusive evidence that the original document is on file with the secretary […]
486A.1208 Certificates issued by secretary of state. 1. The secretary of state shall issue to any person, upon request, a certificate that sets forth any facts recorded in the office of the secretary of state. 2. A certificate issued by the secretary of state may be relied upon, subject to any qualification stated in the […]
486A.1209 Penalty for signing false document. 1. A person commits an offense if that person signs a document the person knows is false in any material respect with intent that the document be delivered to the secretary of state for filing. 2. An offense under this section is a serious misdemeanor punishable by a fine […]
486A.1210 Secretary of state powers. The secretary of state has the power reasonably necessary to perform the duties required of the secretary of state by this chapter. 98 Acts, ch 1201, §69, 79, 82
486A.1211 Registered office and registered agent. Each partnership that is qualified under section 486A.1001 shall continuously maintain in this state the following: 1. A registered office. 2. A registered agent, who is one of the following: a. An individual who resides in this state and whose business office is identical with the registered office. b. […]
486A.1212 Change of registered office or registered agent. 1. A partnership may change its registered office or registered agent by delivering to the secretary of state for filing a statement of change that sets forth all of the following: a. The name of the partnership. b. The street address of its current registered office. c. […]
486A.1213 Resignation of registered agent. 1. The registered agent of a partnership may resign the agency by delivering to the secretary of state for filing a statement of resignation, which shall be accompanied by two exact or conformed copies of such statement. The statement of resignation may include a statement that the registered office is […]
486A.1214 Service on partnership. 1. A partnership’s registered agent is the partnership’s agent for service of any process, notice, or demand required or permitted by law to be served on the partnership. 2. If a partnership has no registered agent, or the registered agent cannot with reasonable diligence be served, the partnership may be served […]
486A.1301 Uniformity of application and construction. This chapter shall be applied and construed to effectuate its general purpose to make uniform the law with respect to the subject of this chapter among states enacting it. 98 Acts, ch 1201, §74, 79, 82
486A.1302 Short title. This chapter may be cited as the “Uniform Partnership Act”. 98 Acts, ch 1201, §75, 79, 82
486A.201 Partnership as entity. 1. A partnership is an entity distinct from its partners. 2. A limited liability partnership continues to be the same entity that existed before the filing of a statement of qualification under section 486A.1001. 98 Acts, ch 1201, §8, 79, 82
486A.202 Formation of partnership. 1. Except as otherwise provided in subsection 2, the association of two or more persons to carry on as co-owners a business for profit forms a partnership, whether or not the persons intend to form a partnership. 2. An association formed under a statute other than this chapter, a predecessor statute, […]
486A.203 Partnership property. Property acquired by a partnership is property of the partnership and not of the partners individually. 98 Acts, ch 1201, §10, 79, 82
486A.204 When property is partnership property. 1. Property is partnership property if acquired in the name of any of the following: a. The partnership. b. One or more partners with an indication in the instrument transferring title to the property of the person’s capacity as a partner or of the existence of a partnership but […]
486A.301 Partner agent of partnership. Subject to the effect of a statement of partnership authority under section 486A.303: 1. Each partner is an agent of the partnership for the purpose of its business. An act of a partner, including the execution of an instrument in the partnership name, for apparently carrying on in the ordinary […]
486A.302 Transfer of partnership property. 1. Partnership property may be transferred as follows: a. Subject to the effect of a statement of partnership authority under section 486A.303, partnership property held in the name of the partnership may be transferred by an instrument of transfer executed by a partner in the partnership name. b. Partnership property […]
486A.303 Statement of partnership authority. 1. A partnership may file a statement of partnership authority as provided in this subsection. a. The statement of partnership authority must include all of the following: (1) The name of the partnership. (2) The street address of its chief executive office and of one office in this state, if […]
486A.304 Statement of denial. A partner or other person named as a partner in a filed statement of partnership authority or in a list maintained by an agent pursuant to section 486A.303, subsection 2, may file a statement of denial stating the name of the partnership and the fact that is being denied, which may […]
486A.305 Partnership liable for partner’s actionable conduct. 1. A partnership is liable for loss or injury caused to a person, or for a penalty incurred, as a result of a wrongful act or omission, or other actionable conduct, of a partner acting in the ordinary course of business of the partnership or with authority of […]
