Title 29 - Partnership
- § 29-101 Effect of name of trading firm upon liability of firm property for personal debts
- § 29-102 Certificate of name required for certain firms
- § 29-103 Partnerships not required to record certificate
- § 29-104 Service of summons in actions against partners; judgment
- § 29-301 Definitions
- § 29-302 Name
- § 29-303 Reservation of name
- § 29-304 Specified office and agent
- § 29-305 Records to be kept
- § 29-306 Nature of business
- § 29-307 Business transactions of partner with partnership
- § 29-308 Certificate of limited partnership
- § 29-309 Amendment to certificate; restatement
- § 29-310 Cancellation of certificate
- § 29-311 Execution of certificates
- § 29-312 Execution by judicial act
- § 29-313 Filing in office of secretary of state; acceptance
- § 29-314 Liability for false statement in certificate
- § 29-315 Scope of notice
- § 29-316 Delivery of certificates to limited partners
- § 29-317 Admission of limited partners
- § 29-318 Voting
- § 29-319 Liability to third parties
- § 29-320 Person erroneously believing himself limited partner
- § 29-321 Information
- § 29-322 Admission of additional general partners
- § 29-323 Events of withdrawal
- § 29-324 General powers and liabilities
- § 29-325 Contributions by general partner
- § 29-326 Voting
- § 29-327 Form of contribution
- § 29-328 Liability for contribution
- § 29-329 Sharing of profits and losses
- § 29-330 Sharing of distributions
- § 29-331 Interim distributions
- § 29-332 Withdrawal of general partner
- § 29-333 Withdrawal of limited partner
- § 29-334 Distribution on withdrawal
- § 29-335 Distribution in kind
- § 29-336 Right to distribution
- § 29-337 Limitations on distribution; treatment as income
- § 29-338 Liability on return of contribution
- § 29-339 Nature of partnership interest
- § 29-340 Assignment of partnership interest
- § 29-341 Rights of judgment creditor
- § 29-342 Right of assignee to become limited partner
- § 29-343 Power of estate of deceased or incompetent partner
- § 29-344 Nonjudicial dissolution
- § 29-345 Judicial dissolution
- § 29-346 Winding up
- § 29-347 Distribution of assets
- § 29-781 Dissolution
- § 29-781.01 Rights of assignee
- § 29-782 Effect of dissolution
- § 29-783 Articles of termination
- § 29-784 Effect of signing articles of termination
- § 29-785 Involuntary judicial dissolution
- § 29-786 Administrative dissolution
- § 29-348 Law governing
- § 29-349 Registration
- § 29-350 Issuance of registration
- § 29-351 Name
- § 29-352 Changes and amendments
- § 29-353 Cancellation of registration
- § 29-354 Transaction of business without registration
- § 29-355 Action by attorney general
- § 29-356 Right of action
- § 29-357 Proper plaintiff
- § 29-358 Pleading
- § 29-359 Expenses
- § 29-831 Right of member to bring derivative action
- § 29-832 Pleading
- § 29-833 Expenses
- § 29-360 Construction and application
- § 29-361 Short title
- § 29-362 Severability
- § 29-363 Rules for cases not provided for in this chapter
- § 29-364 Application to existing limited partnership; definition
- § 29-365 Effect of enactment on accrued rights
- § 29-366 Fees
- § 29-367 Limited partnership as limited liability partnership
- § 29-368 Definitions
- § 29-369 Entity restructuring transactions
- § 29-370 Action on plan
- § 29-373 Effect of transaction; definition
- § 29-601 Definitions
- § 29-601.01 Notice
- § 29-602 Limited liability company name
- § 29-603 Reservation of name
- § 29-604 Known place of business and statutory agent to be maintained
- § 29-605 Change of known place of business, statutory agent or statutory agent's street address
- § 29-605.01 Change of address of a member or manager
- § 29-606 Service of process on limited liability company
- § 29-607 Records to be kept; inspection rights of members
- § 29-608 Business transactions of member or manager with limited liability company
- § 29-609 Purpose; insurance business
- § 29-610 General powers of a domestic limited liability company
- § 29-611 Powers of commission
- § 29-612 Interrogatories by the commission; information disclosed by interrogatories
- § 29-613 Interrogatory or signature violations; limited liability company records; classification
- § 29-614 Certificate of good standing
- § 29-615 Certificate of good standing; license and registration renewal
- § 29-631 Formation; parents and subsidiaries
- § 29-632 Articles of organization
- § 29-633 Amendment of articles of organization; restatement; publication or posting
- § 29-634 Filing with the commission
- § 29-635 Formation of limited liability company
- § 29-636 Notice of existence of limited liability company
- § 29-637 Document corrections
- § 29-651 Liability to third parties
- § 29-652 Unauthorized assumption of power
- § 29-653 Limited liability company property
- § 29-654 Member or manager as agent
- § 29-655 Rights of judgment creditors of a member
- § 29-656 Parties to actions
- § 29-657 Liability for false statement in articles; definition
- § 29-681 Management of limited liability company
- § 29-682 Operating agreement
- § 29-683 Action by written consent
- § 29-701 Capital contributions
- § 29-702 Liability for contributions
- § 29-703 Interim distributions
- § 29-704 Distribution in kind
- § 29-705 Status as a creditor
- § 29-706 Limitation on distributions; wrongful distribution; treatment as income
- § 29-707 Distributions on withdrawal
- § 29-708 Distribution on winding up
- § 29-709 Sharing of profits and losses
- § 29-731 Admission of members
- § 29-732 Interest in limited liability company; transferability of interest; rights of assignees
- § 29-732.01 Ownership of interest in limited liability company in joint tenancy or community property with right of survivorship
- § 29-733 Events of withdrawal
- § 29-734 Withdrawal of member
- § 29-751 Definitions
- § 29-752 Entity restructuring transactions
- § 29-753 Action on plan
- § 29-754 Statement of merger or other transaction; publication or posting
- § 29-801 Law governing foreign limited liability companies
- § 29-802 Certificate of registration; application
- § 29-803 Registration of foreign limited liability company; certificate of registration
- § 29-804 Fictitious name of foreign limited liability company
- § 29-805 Amendment or restatement to foreign limited liability companies
- § 29-806 Requirement for statutory agent of foreign limited liability company
- § 29-807 Revocation of certificate of registration of foreign limited liability company
- § 29-808 Cancellation of registration of foreign limited liability company
- § 29-809 Transaction of business without registration
- § 29-810 Action by attorney general
- § 29-811 Service of process on a foreign limited liability company
- § 29-812 Effect of executing application or certificate
- § 29-3901 Governing law
- § 29-3902 Registration to do business in this state
- § 29-3903 Foreign registration statement
- § 29-3904 Amendment of foreign registration statement
- § 29-3905 Activities not constituting doing business
- § 29-3906 Noncomplying name of foreign limited liability company
- § 29-3907 [Reserved]
- § 29-3908 Withdrawal on dissolution
- § 29-3909 [Reserved]
- § 29-3910 Termination of registration
- § 29-3911 Withdrawal of registration
- § 29-3912 Action by attorney general
- § 29-841 Definitions
- § 29-841.01 Professional limited liability company formation
- § 29-842 Exclusions from article
- § 29-843 Application of general limited liability company law
- § 29-844 Special restrictions
- § 29-845 Name
- § 29-846 Professional relationship and responsibility
- § 29-847 Disciplinary powers of regulating boards; transfer of shares
- § 29-848 Merger, interest exchange, conversion, domestication or division; definitions
- § 29-4101 Definitions
- § 29-4102 Professional limited liability company formation
- § 29-4103 Exclusions from article
- § 29-4104 Application of general limited liability company law
- § 29-4105 Special restrictions
- § 29-4106 Name
- § 29-4107 Professional relations and responsibility
- § 29-4108 Disciplinary powers of regulating licensing authorities
- § 29-851 Filing, service and copying fees; expedited filing and services; same day and next day services; posted wait times; advance monies; definition
- § 29-852 Execution by judicial act
- § 29-853 Applicability of provisions to foreign and interstate commerce
- § 29-854 Rules of construction
- § 29-855 Delivery by means of fax or electronic transmission
- § 29-856 Rules of law and equity
- § 29-857 Taxation
- § 29-858 Civil liability for false filings; exceptions
- § 29-1001 Definitions
- § 29-1002 Knowledge and notice
- § 29-1003 Effect of partnership agreement; nonwaivable provisions
- § 29-1004 Supplemental principles of law
- § 29-1005 Execution, filing and recording of statements
- § 29-1006 Law governing internal relations
- § 29-1007 Partnership subject to amendment or repeal
- § 29-1011 Partnership as entity
- § 29-1012 Formation of partnership
- § 29-1013 Partnership property
- § 29-1014 When property is partnership property
- § 29-1021 Partner agent of partnership
- § 29-1022 Transfer of partnership property
- § 29-1023 Statement of partnership authority
- § 29-1024 Statement of denial
- § 29-1025 Partnership liable for partner's actionable conduct
- § 29-1026 Partner's liability
- § 29-1027 Actions by and against partnership and partners
- § 29-1028 Liability of purported partner
- § 29-1031 Partner's rights and duties
- § 29-1032 Distributions in kind
- § 29-1033 Partner's rights and duties with respect to information
- § 29-1034 General standards of partner's conduct
- § 29-1035 Actions by partnership and partners
- § 29-1036 Continuation of partnership beyond definite term or particular undertaking
- § 29-1041 Partner not co-owner of partnership property
- § 29-1042 Partner's transferable interest in partnership
- § 29-1043 Transfer of partner's transferable interest
- § 29-1044 Partner's transferable interest subject to charging order
- § 29-1051 Events causing partner's dissociation
- § 29-1052 Partner's power to dissociate; wrongful dissociation
- § 29-1053 Effect of partner's dissociation
- § 29-1061 Purchase of dissociated partner's interest
- § 29-1062 Dissociated partner's power to bind and liability to partnership
- § 29-1063 Dissociated partner's liability to other persons
- § 29-1064 Statement of dissociation
- § 29-1065 Continued use of partnership name
- § 29-1071 Events causing dissolution and winding up of partnership business
- § 29-1072 Partnership continues after dissolution
- § 29-1073 Right to wind up partnership business
- § 29-1074 Partner's power to bind partnership after dissolution
- § 29-1075 Statement of dissolution
- § 29-1076 Partner's liability to other partners after dissolution
- § 29-1077 Settlement of accounts and contributions among partners
- § 29-1081 Definitions
- § 29-1082 Entity restructuring transactions
- § 29-1083 Action on plan
- § 29-1086 Effect of transaction; definition
- § 29-1101 Statement of qualification
- § 29-1102 Name
- § 29-1103 Publication and annual reports; late filing penalty
- § 29-1104 Designated office and agent for service of process
- § 29-1105 Law governing foreign limited liability partnerships
- § 29-1106 Statement of foreign qualification
- § 29-1107 Effect of failure to qualify
- § 29-1108 Activities not constituting transacting business
- § 29-1109 Action by attorney general
- § 29-1110 Uniformity of application and construction
- § 29-1111 Effect of enactment on accrued rights
- § 29-2101 Short title
- § 29-2102 Definitions
- § 29-2103 Relationship to other laws
- § 29-2104 Required notice or approval
- § 29-2105 Status of filings; matters regarding filing
- § 29-2106 Nonexclusivity
- § 29-2107 Reference to external facts
- § 29-2108 Alternative means of approval of transactions
- § 29-2109 Appraisal rights
- § 29-2110 Recording of statements
- § 29-2201 Merger authorized
- § 29-2202 Plan of merger
- § 29-2203 Approval of merger
- § 29-2204 Amendment or abandonment of plan of merger
- § 29-2205 Statement of merger; effective date
- § 29-2206 Effect of merger
- § 29-2207 Ineffectiveness of merger due to law of foreign jurisdiction
- § 29-2301 Interest exchange authorized
- § 29-2302 Plan of interest exchange
- § 29-2303 Approval of interest exchange
- § 29-2304 Amendment or abandonment of plan of interest exchange
- § 29-2305 Statement of interest exchange; effective date
- § 29-2306 Effect of interest exchange
- § 29-2307 Ineffectiveness of interest exchange due to law of foreign jurisdiction
- § 29-2401 Conversion authorized
- § 29-2402 Plan of conversion
- § 29-2403 Approval of conversion
- § 29-2404 Amendment or abandonment of plan of conversion
- § 29-2405 Statement of conversion; effective date
- § 29-2406 Effect of conversion
- § 29-2407 Ineffectiveness of conversion due to law of foreign jurisdiction
- § 29-2501 Domestication authorized; definition
- § 29-2502 Plan of domestication
- § 29-2503 Approval of domestication
- § 29-2504 Amendment or abandonment of plan of domestication
- § 29-2505 Statement of domestication; effective date
- § 29-2506 Effect of domestication
- § 29-2507 Ineffectiveness of domestication due to law of foreign jurisdiction
- § 29-2601 Division authorized
- § 29-2602 Plan of division
- § 29-2603 Approval of division
- § 29-2604 Amendment or abandonment of plan of division
- § 29-2605 Statement of division; effective date
- § 29-2606 Effect of division
- § 29-2607 Allocation of obligations in division
- § 29-2608 Ineffectiveness of division due to law of foreign jurisdiction
- § 29-2701 Consistency of application
- § 29-2702 Relation to electronic signatures in global and national commerce act
- § 29-2703 Saving clause
- § 29-3101 Short title
- § 29-3102 Definitions
- § 29-3103 Knowledge; notice
- § 29-3104 Governing law
- § 29-3105 Operating agreement; scope, function and limitations
- § 29-3106 Operating agreement; effect on limited liability company and persons becoming members; performance agreement
- § 29-3107 Operating agreement; amendment; effect on third parties and relationship to records effective on behalf of limited liability company
- § 29-3108 Nature, purpose and duration of limited liability company
- § 29-3109 Powers
- § 29-3110 Application to existing relationships
- § 29-3111 Supplemental principles of law and equity
- § 29-3112 Permitted names
- § 29-3113 Reservation of name
- § 29-3114 Registration of name by a foreign limited liability company
- § 29-3115 Statutory agent
- § 29-3116 Statement of change
- § 29-3117 Resignation of statutory agent
- § 29-3118 Change of name or address by statutory agent
- § 29-3119 Service of process, notice or demand
- § 29-3120 Delivery of record
- § 29-3121 Reservation of power to amend or repeal
- § 29-3122 Powers of commission
- § 29-3123 Taxation
- § 29-3201 Formation of limited liability company; articles of organization
- § 29-3202 Amendment or restatement of articles of organization
- § 29-3203 Signing of records to be delivered for filing to the commission
- § 29-3204 Signing and filing pursuant to judicial order
- § 29-3205 Liability for inaccurate information in filed record
- § 29-3206 Filing requirements
- § 29-3207 Effective date and time
- § 29-3208 Withdrawal of filed record before effectiveness
- § 29-3209 Correcting filed record
- § 29-3210 Duty of commission to file; refusal to file; delivery of record by commission
- § 29-3211 Certificate of good standing or registration
- § 29-3212 Interrogatories by the commission; information disclosed by interrogatories
- § 29-3213 Fees; filing services; definition
- § 29-3301 Agency power of member and manager
- § 29-3302 [Reserved]
- § 29-3303 [Reserved]
- § 29-3304 Liability of members and managers
- § 29-3401 Becoming a member; transferable interest; ownership of interest in limited liability company
- § 29-3402 Form of contribution
- § 29-3403 Liability for contributions
- § 29-3404 Sharing of and right to distributions before dissolution
- § 29-3405 Limitations on distributions
- § 29-3406 Liability for improper distributions
- § 29-3407 Management of limited liability company
- § 29-3408 Reimbursement; indemnification; advancement; insurance
- § 29-3409 Standards of conduct for members and managers
- § 29-3410 Records to be kept; rights to information and records of member, manager and person dissociated as member
- § 29-3501 Nature of transferable interest
- § 29-3502 Transfer of transferable interest
- § 29-3503 Charging order
- § 29-3504 Power of legal representative of deceased member
- § 29-3601 Power to dissociate as member; wrongful dissociation
- § 29-3602 Events causing dissociation
- § 29-3603 Effect of dissociation
- § 29-3701 Events causing dissolution
- § 29-3702 Winding up
- § 29-3703 Rescinding dissolution
- § 29-3704 Known claims against dissolved limited liability company
- § 29-3705 Other claims against dissolved limited liability company
- § 29-3706 Court proceedings
- § 29-3707 Disposition of assets in winding up
- § 29-3708 Administrative dissolution
- § 29-3709 Reinstatement
- § 29-3710 Judicial review of denial of reinstatement
- § 29-3801 Direct action by member
- § 29-3802 Derivative action
- § 29-3803 Proper plaintiff
- § 29-3804 Pleading
- § 29-3805 Special litigation committee
- § 29-3806 Proceeds and expenses; voluntary dismissal or settlement
- § 29-3807 Other remedies in direct and derivative actions
- § 29-4001 Definitions
- § 29-4002 Appraisal rights
- § 29-4003 Entity restructuring transactions
- § 29-4004 Action on plan
- § 29-4005 Statement of merger or other transaction as articles of termination; publication or posting
- § 29-4201 Uniformity of application and construction
- § 29-4202 Relation to electronic signatures in global and national commerce act
