| Article 1 |
Names of Trading Firms |
|
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 |
| Article 1 |
General Provisions |
|
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 |
| Article 2 |
Formation: Certificate of Limited 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 |
| Article 3 |
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 |
| Article 4 |
General Partners |
|
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 |
| Article 5 |
Finance |
|
29-327 |
Form of contribution |
|
29-328 |
Liability for contribution |
|
29-329 |
Sharing of profits and losses |
|
29-330 |
Sharing of distributions |
| Article 6 |
Distributions and Withdrawal |
|
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 |
| Article 7 |
Assignment of Partnership Interests |
|
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 |
| Article 8 |
Dissolution |
|
29-344 |
Nonjudicial dissolution |
|
29-345 |
Judicial dissolution |
|
29-346 |
Winding up |
|
29-347 |
Distribution of assets |
| Article 9 |
Foreign Limited Partnerships |
|
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 |
| Article 10 |
Derivative Actions |
|
29-356 |
Right of action |
|
29-357 |
Proper plaintiff |
|
29-358 |
Pleading |
|
29-359 |
Expenses |
| Article 11 |
Miscellaneous |
|
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 |
| Article 12 |
Limited Partnership as Limited Liability Partnership |
|
29-367 |
Limited partnership as limited liability partnership |
| Article 13 |
Conversions and Mergers |
|
29-368 |
Definitions |
|
29-369 |
Conversion of general partnership to limited
partnership |
|
29-370 |
Conversion of limited partnership to general
partnership |
|
29-371 |
Effect of conversion; entity unchanged |
|
29-372 |
Merger of partnerships |
|
29-373 |
Effect of merger |
|
29-374 |
Statement of merger |
|
29-375 |
Nonexclusive |
|
29-376 |
Delivery by means of facsimile transmission |
| Article 1 |
General Provisions |
|
29-601 |
Definitions |
|
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; title insurance agent |
|
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 |
| Article 2 |
Formation and Articles of Organization |
|
29-631 |
Formation |
|
29-632 |
Articles of organization |
|
29-633 |
Amendment of articles of organization; restatement;
publication |
|
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 |
| Article 3 |
Relationship of Limited Liability Company and
Members to Third Persons |
|
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 |
| Article 4 |
Member Relationships |
|
29-681 |
Management of limited liability company; definition |
|
29-682 |
Operating agreement |
|
29-683 |
Action by written consent |
| Article 5 |
Contributions and Distributions |
|
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 |
| Article 6 |
Members |
|
29-731 |
Admission of members |
|
29-732 |
Interest in limited liability company; transferability
of interest; rights of assignees |
|
29-733 |
Events of withdrawal |
|
29-734 |
Withdrawal of member |
| Article 7 |
Merger or Consolidation |
|
29-751 |
Definition of business entity |
|
29-752 |
Procedure for merger or consolidation; exchange |
|
29-753 |
Plan of merger or consolidation |
|
29-754 |
Articles of merger or consolidation |
|
29-755 |
Abandonment of merger or consolidation |
|
29-756 |
Effective date of merger or consolidation |
|
29-757 |
Effects of merger or consolidation |
| Article 8 |
Dissolution |
|
29-781 |
Dissolution |
|
29-781.01 |
Rights of assignee |
|
29-782 |
Effect of dissolution |
|
29-783 |
Articles of termination |
|
29-784 |
Effect of filing articles of termination |
|
29-785 |
Involuntary judicial dissolution |
|
29-786 |
Administrative dissolution |
| Article 9 |
Foreign Limited Liability Companies |
|
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 articles of
organization |
|
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 |
| Article 10 |
Derivative Actions |
|
29-831 |
Right of member to bring derivative action |
|
29-832 |
Pleading |
|
29-833 |
Expenses |
| Article 11 |
Professional Limited Liability Companies |
|
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 |
| Article 12 |
Miscellaneous |
|
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 facsimile transmission |
|
29-856 |
Rules of law and equity |
|
29-857 |
Taxation |
| Article 1 |
General Provisions |
|
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 |
| Article 2 |
Nature of Partnership |
|
29-1011 |
Partnership as entity |
|
29-1012 |
Formation of partnership |
|
29-1013 |
Partnership property |
|
29-1014 |
When property is partnership property |
| Article 3 |
Relations of Partners to Persons Dealing with
Partnership |
|
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 |
| Article 4 |
Relations of Partners to Each Other and to
Partnership |
|
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 |
| Article 5 |
Transferees and Creditors of Partner |
|
29-1041 |
Partner not coowner 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 |
| Article 6 |
Partner's Dissociation |
|
29-1051 |
Events causing partner's dissociation |
|
29-1052 |
Partner's power to dissociate; wrongful dissociation |
|
29-1053 |
Effect of partner's dissociation |
| Article 7 |
Partner's Dissociation When Business Not Wound Up |
|
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 |
| Article 8 |
Winding Up Partnership Business |
|
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 |
| Article 9 |
Conversions and Mergers |
|
29-1082 |
Conversion of partnership to limited partnership |
|
29-1083 |
Conversion of limited partnership to partnership |
|
29-1084 |
Effect of conversion; entity unchanged |
|
29-1085 |
Merger of partnerships |
|
29-1086 |
Effect of merger |
|
29-1087 |
Statement of merger |
|
29-1088 |
Nonexclusive |
| Article 10 |
Limited Liability Partnerships |
|
29-1101 |
Statement of qualification |
|
29-1102 |
Name |
|
29-1103 |
Publication and annual reports |
|
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 |
| Article 11 |
Miscellaneous Provisions |
|
29-1110 |
Uniformity of application and construction |
|
29-1111 |
Effect of enactment on accrued rights |