Noncompliance with filing requirement does not affect rights of parties under the underlying agreement as between themselves. Texas uniform partnership act the enacted version alan r. The revised uniform partnership act rupa is a model statute that dictates how partnerships should be set up and organized, as well as what the rights and duties of each of the partners should be. Further changes were made the following year, and the uniform partnership act 1994, as finally adopted by nccusl, was approved by the aba house of delegates in august 1994. A revised version, the revised uniform limited partnership act rulpa, was adopted by the national conference of commissioners on uniform laws in 1976 and further amended in 1985 and in 2001. Modifications of general law in case of limited partnerships. Relations of members and managers to persons dealing with a limited liability company. In 2006 the national conference of commissioners on uniform state laws approved and recommended for enactment in all states the revised uniform limited liability company act. In 1976, the national conference of commissioners on uniform. This act provides a flexible and stable basis for the organization of limited partnerships, helping states stimulate new partnership business ventures. Fn2 enacted the uniform limited partnership act 2001. The national conference of commissioners on uniform state laws first considered a uniform law of partnership in 1902.
Delaware revised uniform limited partnership act practical law. Time for another new business statute the case for the. This article may be cited as the revised uniform limited partnership act. A users guide to the new uniform limited partnership act. The revised act was restyled as the uniform partnership act 1993. To be able to stand alone, the limited partnership incorporates many provisions from rupa and some from the uniform limited liability company act ullca. In contrast, the 1976 revised uniform limited partnership act rulpa 1976 warranted major revisions after just nine years rulpa 1985, and only sixteen years later nccusl recommended to the states.
Ulpa 2001 is a standalone act and is not linked to the uniform partnership act, as was the case with the prior uniform limited partnership acts under which the partnership statute provided the rules for issues not covered by the limited partnership statute. Fn3 enacted revised limited partnership act of 1976 without repealing the 1916 limited partnership act. Illinois compiled statutes illinois general assembly. Person erroneously believing self to be limited partner. Uniform limited partnership act ulpa is one of the uniform acts prepared and sponsored by the national conference of commissioners on uniform state laws.
Michigan revised uniform limited partnership act act 2 of 1982 an act to authorize the formation of limited partnerships. As used in this article, unless the context otherwise. Each is linked to and premised on the law of general partnerships, and the link actually predates any uniform limited partnership act. Becomes uniform partnership act 1996 1997 amendment to uniform partnership act 1996, section 801. It is, as the name suggests, a revision of the uniform partnership act upa, and has been adopted by. Partner agent of partnership as to partnership business. The revised uniform partnership act 1992 was adopted unanimously by a vote of the. According to the revised uniform limited partnership act rulpa, a limited partnership can be dissolved by the. As used in this chapter, unless the context otherwise requires, the words and terms defined in nrs 87a. Utah code part 1 utah uniform partnership act general. Fees uniform limited partnership act, chapter 425d. Certificate of limited partnership and other filings. New laws on general partnerships including limited.
Tf general partnerships are not created by filing a form with a government agency. This menu will point out the sections on which an emergency rule valid for a maximum of 150 days, usually until replaced by a permanent rulemaking exists. The new limited partnership act is a stand alone act, delinked from both the original general partnership act upa and the revised uniform. The uniform limited partnership act ulpa, which includes its 1976 revision called the revised uniform limited partnership act rulpa, is a uniform act similar to a model statute, proposed by the national conference of commissioners on uniform state laws nccusl for the governance of business partnerships by u. Department of commerce and consumer affairs mailing address. Uniform limited partnership act law and legal definition. Utah uniform partnership act part 1 general provisions 481d101 title. Act 170 of 2016 effective february 21, 2016 legislation signed into law on november 21, 2016, amends title 15 and title 54 of the. Nc general statutes chapter 59 article 5 1 article 5. Revised uniform limited partnership act rulpa 1976 warranted. Revised uniform partnership act rupa lawyers legalmatch. The original source of limited partnership law is the uniform limited partnership act ulpa, which was drafted in 1916.
Office of the revisor of statutes 7 state house station state house room 108 augusta, maine 043330007. This act revises the original uniform limited liability company act, promulgated in 1995 and amended in 1996. Transferable interests and rights of transferees and creditors. Uniform partnership act and uniform limited partnership act discussed. This chapter may be cited as the utah uniform partnership act. State or a subsidiary of a bank or savings association as those terms are defined in the federal deposit insurance act, as amended, at 12 u. Revised uniform limited partnership act semantic scholar. Uniform partnership act permits a charging creditor to enforce its charging order through strict foreclosure. Uniform limited partnership act 2001 final report december 10, 2015 page 2 introduction the new jersey law revision commission recommends the enactment of the uniform limited partnership act ulpa 2001 as promulgated by the uniform law commission with amendments through 20.
Right of limited partner and former limited partner to information. Uniform partnership act 1997 is denominated the kentucky revised uniform. No liability as limited partner for limited partnership obligations. State laws recognized this need, and drafted a revised uniform. It is the thesis of this article that it is in the best interests of arkansas to adopt this new statute as soon as reasonably possible. At the windingup stage, the partner who decides to terminate the partnership.
Larson introduction this article is a brief overview of what the reporters believe to be the four basic contributions of the revised uniform partnership act rupa or act. New jersey law revision commission draft tentative. The original uniform partnership act upa lasted eight decades, and the original uniform limited partnership act ulpa 1916 lasted six. First, rupa changes the law of partnership breakups and gives. Fn4 enacted the uniform limited partnership act 2001 effective january 1, 2010, and repealed the revised limited partnership act 1976 effective july 1, 2010.
View statute 67408 partnership subject to amendment or repeal of act. The uniform limited partnership act stoll keenon ogden pllc. Chapter 610 uniform limited partnership act uniform partnership act and uniform limited partnership act discussed. New laws on general partnerships including limited liability partnerships, limited partnerships and limited liability companies. Revised limited partnership act partnership 2006 new. The catchlines in parentheses following the act section numbers of this act were incorporated as part of the act when enacted. Delaware revised uniform partnership act delaware code. No right or power as limited partner to bind limited partnership. Glossarydelaware revised uniform limited partnership actrelated contentdelaware statute governing limited partnerships lps which can be found in. This article is brought to you for free and open access by the law journals at smu scholar. Colins situation will be governed by the revised uniform partnership act rupa, which california adopted almost verbatim in 1997 corp. The uniform limited liability company act ullca, which includes a 2006 revision called the revised uniform limited liability company act, is a uniform act similar to a model statute, proposed by the national conference of commissioners on uniform state laws nccusl for the governance of limited liability companies often called llcs by u.
In an opinion handed down on august 22 nd of this year, the pennsylvania supreme court held that, unlike other contracts formed under pennsylvania law, limited partnership agreements formed under the preact 170 version of the pennsylvania revised uniform limited partnership act, do not contain the implied covenant of good faith and fair dealing the pennsylvania legislature amended the. Enacted by chapter 412, 20 general session 481d102 definitions. Definition and constitution of limited partnership. Law as to private partnerships to apply where not excluded by this act. Conflict of laws under the uniform partnership act and.