§ 59-1051 – Plan of conversion.
59-1051. Plan of conversion. (a) The converting business entity shall approve a written plan of conversion containing: (1) The name of the converting business entity, its type of business entity, and the state or country whose laws govern its organization and internal affairs; (2) The name of the resulting domestic limited partnership into which the […]
§ 59-1052 – Filing of certificate of limited partnership.
59-1052. Filing of certificate of limited partnership. (a) After a plan of conversion has been approved by the converting business entity as provided in G.S. 59-1051, a certificate of limited partnership shall be delivered to the Secretary of State for filing. In addition to the matters required or permitted by G.S. 59-201, the certificate of […]
§ 59-1053 – Effects of conversion.
59-1053. Effects of conversion. When the conversion takes effect: (1) The converting business entity ceases its prior form of organization and continues in existence as the resulting domestic limited partnership; (2) The title to all real estate and other property owned by the converting business entity continues vested in the resulting domestic limited partnership without […]
§ 59-1054 – Recodified as § 59-1070 by Session Laws 2001-387, s143.
59-1054: Recodified as 59-1070 by Session Laws 2001-387, s. 143.
§ 59-905 – Changes and amendments.
59-905. Changes and amendments. If any statement in the application for registration of a foreign limited partnership was false when made or any arrangements or other facts described have changed, making the application inaccurate in any respect, the foreign limited partnership shall promptly file in the office of the Secretary of State an original and […]
§ 59-906 – Cancellation of registration.
59-906. Cancellation of registration. A foreign limited partnership may cancel its registration by filing with the Secretary of State a certificate of cancellation signed by a general partner. A cancellation does not terminate the authority of the Secretary of State to accept service of process on the foreign limited partnership with respect to causes of […]
§ 59-907 – Transaction of business without registration.
59-907. Transaction of business without registration. (a) No foreign limited partnership transacting business in this State without permission obtained through a certificate of authority under this Article shall be permitted to maintain any action or proceeding in any court of this State unless such foreign limited partnership shall have obtained a certificate of authority prior […]
§ 59-908 – Action by Attorney General.
59-908. Action by Attorney General. The Attorney General may bring an action to restrain a foreign limited partnership from transacting business in this State in violation of this Article. (1985 (Reg. Sess., 1986), c. 989, s. 2.)
§ 59-909 – Withdrawal of foreign limited partnership by reason of a merger, consolidation, or conversion.
59-909. Withdrawal of foreign limited partnership by reason of a merger, consolidation, or conversion. (a) Whenever a foreign limited partnership authorized to transact business in this State ceases its separate existence as a result of a statutory merger or consolidation permitted by the laws of the state or country under which it was organized, or […]
§ 59-1001 – Right of action.
59-1001. Right of action. A limited partner may bring an action in the right of a limited partnership to recover a judgment in its favor if general partners with authority to do so have refused to bring the action or if an effort to cause those general partners to bring the action is not likely […]