31 §1456. Rules
§1456. Rules The Secretary of State may adopt rules not inconsistent with this chapter pertaining to the filing of documents with the Secretary of State. Rules adopted pursuant to this section are routine technical rules as defined in Title 5, chapter 375, subchapter 2-A. These may include, but are not limited to, rules to: […]
31 §1434. Filings required for conversion; effective date
§1434. Filings required for conversion; effective date 1. Deliver to Secretary of State articles of conversion; certificate of limited partnership. After a plan of conversion is approved: A. A converting limited partnership shall deliver to the Secretary of State for filing articles of conversion, which must include: (1) A statement that the limited […]
31 §1435. Effect of conversion
§1435. Effect of conversion 1. Same entity. An organization that has been converted pursuant to this subchapter is for all purposes the same entity that existed before the conversion. [PL 2005, c. 543, Pt. C, §2 (NEW).] 2. Effect of conversion. When a conversion takes effect: A. All property owned by the converting […]
31 §1436. Merger
§1436. Merger 1. Merger requirements. A limited partnership may merge with one or more other constituent organizations pursuant to this section and sections 1437 through 1439 and a plan of merger if: A. The governing statute of each of the other organizations authorizes the merger; [PL 2005, c. 543, Pt. C, §2 (NEW).] […]
31 §1437. Action on plan of merger by constituent limited partnership
§1437. Action on plan of merger by constituent limited partnership 1. Consent. Subject to section 1440, a plan of merger must be consented to by all the partners of a constituent limited partnership. [PL 2005, c. 543, Pt. C, §2 (NEW).] 2. Amend plan or abandon planned merger. Subject to section 1440 and any […]
31 §1415. Fictitious name of foreign limited partnership
§1415. Fictitious name of foreign limited partnership 1. Requirements for use of fictitious name. As used in this section, “fictitious name” means a name adopted by a foreign limited partnership authorized to transact business in this State because its real name is unavailable pursuant to section 1308, subsection 1. [PL 2005, c. 543, Pt. […]
31 §1416. Revocation of authority
§1416. Revocation of authority 1. Grounds for revocation of authority. Notwithstanding Title 4, chapter 5 and Title 5, chapter 375, the Secretary of State may commence a proceeding under subsection 2 to revoke the authority of a foreign limited partnership authorized to transact business in this State if: A. The foreign limited partnership does […]
31 §1417. Cancellation of certificate of authority; effect of failure to have certificate
§1417. Cancellation of certificate of authority; effect of failure to have certificate 1. Notice of cancellation. In order to cancel its certificate of authority to transact business in this State, a foreign limited partnership must deliver to the Secretary of State for filing a notice of cancellation. The certificate is canceled when the notice becomes […]
31 §1418. Action by Attorney General
§1418. 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 this subchapter. [PL 2005, c. 543, Pt. C, §2 (NEW).] SECTION HISTORY PL 2005, c. 543, §C2 (NEW).
31 §1398. Liability of general partner and person dissociated as general partner when claim against limited partnership barred
§1398. Liability of general partner and person dissociated as general partner when claim against limited partnership barred If a claim against a dissolved limited partnership is barred under section 1396 or 1397, any corresponding claim under section 1354 is also barred. [PL 2005, c. 543, Pt. C, §2 (NEW).] SECTION HISTORY PL 2005, c. […]