§54-500-1207A. Savings clause.
SAVINGS CLAUSE. The Uniform Limited Partnership Act of 2010 does not affect an action commenced, proceeding brought, or right accrued before the Uniform Limited Partnership Act of 2010 takes effect. Added by Laws 2010, c. 384, § 104, eff. Jan. 1, 2011.
§54-500-1103A. Action on plan of conversion by converting limited partnership.
ACTION ON PLAN OF CONVERSION BY CONVERTING LIMITED PARTNERSHIP. (a) Subject to Section 97 of this act and unless the limited partnership’s partnership agreement otherwise provides, a plan of conversion must be consented to by all the partners of a converting limited partnership. (b) Subject to Section 97 of this act and any contractual rights, […]
§54-500-1104A. Filings required for conversion – Effective date.
FILINGS REQUIRED FOR CONVERSION; EFFECTIVE DATE. (a) After a plan of conversion is approved: (1) a converting limited partnership shall deliver to the Secretary of State for filing articles of conversion, which must include: (A)a statement that the limited partnership has been converted into another organization; (B)the name and form of the organization and the […]
§54-500-1105A. Effect of conversion.
EFFECT OF CONVERSION. (a) An organization that has been converted pursuant to this article is for all purposes the same entity that existed before the conversion. (b) When a conversion takes effect: (1) all property owned by the converting organization remains vested in the converted organization; (2) all debts, liabilities, and other obligations of the […]
§54-500-1106A. Merger.
MERGER. (a) A limited partnership may merge with one or more other constituent organizations pursuant to this section and Sections 94 through 96 of this act and a plan of merger, if: (1) the governing statute of each of the other organizations authorizes the merger; (2) the merger is not prohibited by the law of […]
§54-500-904A. Filing of certificate of authority.
FILING OF CERTIFICATE OF AUTHORITY. Unless the Secretary of State determines that an application for a certificate of authority does not comply with the filing requirements of the Uniform Limited Partnership Act of 2010, the Secretary of State, upon payment of all filing fees, shall file the application and return a file stamped copy of […]
§54-500-905A. Noncomplying name of foreign limited partnership.
NONCOMPLYING NAME OF FOREIGN LIMITED PARTNERSHIP. (a) A foreign limited partnership whose name does not comply with Section 8 of this act may not obtain a certificate of authority until it adopts, for the purpose of transacting business in this state, a fictitious name that complies with Section 8 of this act. After obtaining a […]
§54-500-906A. Revocation of certificate of authority.
REVOCATION OF CERTIFICATE OF AUTHORITY. The Secretary of State shall revoke a certificate of authority of a foreign limited partnership to transact business in this state if the foreign limited partnership does not: (1) pay, within sixty (60) days after the due date, any fee due to the Secretary of State under the Uniform Limited […]
§54-500-907A. Cancellation of certificate of authority – Effect of failure to have certificate.
CANCELLATION OF CERTIFICATE OF AUTHORITY; EFFECT OF FAILURE TO HAVE CERTIFICATE. (a) 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 stating its name, jurisdiction of formation, and address for service of process. […]
§54-500-908A. Action by Attorney General.
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 article. Added by Laws 2010, c. 384, § 82, eff. Jan. 1, 2011.