Section 323A.1101 — Law Governing Foreign Limited Liability Partnership.
323A.1101 LAW GOVERNING FOREIGN LIMITED LIABILITY PARTNERSHIP. (a) The law under which a foreign limited liability partnership is formed governs relations among the partners and between the partners and the partnership and the liability of partners for obligations of the partnership. (b) A foreign limited liability partnership may not be denied a statement of foreign […]
Section 323A.1102 — Statement Of Foreign Qualification.
323A.1102 STATEMENT OF FOREIGN QUALIFICATION. (a) Before transacting business in this state, a foreign limited liability partnership must file a statement of foreign qualification. The statement must contain: (1) the name of the foreign limited liability partnership which satisfies the requirements of the state or other jurisdiction under whose law it is formed and ends […]
Section 323A.1103 — Effect Of Failure To Qualify.
323A.1103 EFFECT OF FAILURE TO QUALIFY. (a) A foreign limited liability partnership transacting business in this state may not maintain an action or proceeding in this state unless it has in effect a statement of foreign qualification. (b) The failure of a foreign limited liability partnership to have in effect a statement of foreign qualification […]
Section 323A.1104 — Activities Not Constituting Transacting Business.
323A.1104 ACTIVITIES NOT CONSTITUTING TRANSACTING BUSINESS. (a) Activities of a foreign limited liability partnership which do not constitute transacting business for the purpose of this article include: (1) maintaining, defending, or settling an action or proceeding; (2) holding meetings of its partners or carrying on any other activity concerning its internal affairs; (3) maintaining bank […]
Section 323A.1105 — Action By Attorney General.
323A.1105 ACTION BY ATTORNEY GENERAL. The attorney general may maintain an action to restrain a foreign limited liability partnership from transacting business in this state in violation of sections 323A.1101 to 323A.1105. History: 1997 c 174 art 11 s 60
Section 323A.1201 — Short Title.
323A.1201 SHORT TITLE. This chapter may be cited as the “Uniform Partnership Act (1994).” History: 1997 c 174 art 12 s 62
Section 323A.1202 — Applicability.
323A.1202 APPLICABILITY. (a) Before January 1, 2002, chapter 323A governs only a partnership formed: (1) after January 1, 1999, unless that partnership is continuing the business of a dissolved partnership under section 323.40; and (2) before January 1, 1999, that elects, as provided by subsection (c), to be governed by chapter 323A. (b) On and […]
Section 323A.1203 — Effect Of Designation.
323A.1203 EFFECT OF DESIGNATION. Except as otherwise provided in this chapter, a partnership remains the same entity for purposes of holding title to or conveying an interest in real or personal property and for all other purposes: (1) during the winding up of the partnership following its dissolution; (2) whether the status of a partnership […]
Section 323A.1004 — Revocation For Failure To Replace A Required Registered Agent.
323A.1004 REVOCATION FOR FAILURE TO REPLACE A REQUIRED REGISTERED AGENT. If a limited liability partnership is required to list an agent for service of process in its statement of qualification pursuant to section 323A.1001(c)(3) or 323A.1102(a)(3) and that agent resigns pursuant to section 5.36, subdivision 4, and the limited liability partnership or foreign limited liability […]
Section 323A.0906 — Effect Of Merger.
323A.0906 EFFECT OF MERGER. (a) When a merger takes effect: (1) the separate existence of every partnership or limited partnership that is a party to the merger, other than the surviving entity, ceases; (2) all property owned by each of the merged partnerships or limited partnerships vests in the surviving entity; (3) all obligations of […]