CHAPTER 425
PARTNERSHIPS
Part I. General Partnerships
Section
425-1 Registration and annual statements
425-1.5 Filing in office of the director
425-1.6 Filing requirements; filing duty of the director
425-1.7 Correcting a filed document
425-2 Forms to be furnished by director
425-3 Foreign partnerships, powers and liabilities
425-4 Partnership between husband and wife; prima facie
proof
425-5 Minors and incompetent persons
425-6 Partnership name
425-7 Partnership name; change of
425-8 Reservation of partnership name
425-9 Statement of dissolution
425-10 Taxes, etc., a prior lien on partnership property on
dissolution
425-11 Record of statements
425-12 Fee for filing documents and issuing certificates
425-13 Personal liability and penalty
425-14 Cancellation of registration
425-15 Not applicable to corporations
425-16 Fees, government realizations
425-17 Withdrawal procedure for foreign general partnership
Part II. Uniform Limited Partnership Act
425-21 to 52 Repealed
Part III. Foreign Limited Partnerships
425-71 to 77 Repealed
Part IV. Uniform Partnership Act [OLD]
Preliminary Provisions
425-101 Name of part
425-102 Definition of terms
425-103 Interpretation of knowledge and notice
425-104 Rules of construction
425-105 Rules for cases not provided for in this part
Nature of a Partnership
425-106 Partnership defined
425-107 Rules for determining the existence of a partnership
425-108 Partnership property
Relations of Partners to Persons Dealing
with the Partnership
425-109 Partner agent of partnership as to partnership
business
425-110 Conveyance of real property of the partnership
425-111 Partnership bound by admission of partner
425-112 Partnership charged with knowledge of or notice to
partner
425-113 Partnership bound by partner's wrongful act
425-114 Partnership bound by partner's breach of trust
425-115 Nature of partner's liability
425-116 Partner by estoppel
425-117 Liability of incoming partner
Relations of Partners to One Another
425-118 Rules determining rights and duties of partners
425-119 Partnership books
425-120 Duty of partners to render information
425-121 Partner accountable as a fiduciary
425-122 Right to an account
425-123 Continuation of partnership beyond fixed term
Property Rights of a Partner
425-124 Extent of property rights of a partner
425-125 Nature of a partner's right in specific partnership
property
425-126 Nature of partner's interest in the partnership
425-127 Assignment of partner's interest
425-128 Partner's interest subject to charging order
Dissolution and Winding Up
425-129 Dissolution defined
425-130 Partnership not terminated by dissolution
425-131 Causes of dissolution
425-132 Dissolution by decree of court
425-133 General effect of dissolution on authority of partner
425-134 Right of partner to contribution from co-partners
after dissolution
425-135 Power of partner to bind partnership to third persons
after dissolution
425-136 Effect of dissolution on partner's existing liability
425-137 Right to wind up
425-138 Rights of partners to application of partnership
property
425-139 Rights where partnership is dissolved for fraud or
misrepresentation
425-140 Rules for distribution
425-141 Liability of persons continuing the business in
certain cases
425-142 Rights of retiring or estate of deceased partner when
the business is continued
425-143 Accrual of actions
Part IV. Uniform Partnership Act [NEW]
General Provisions
425-101 Definition
425-102 Knowledge and notice
425-103 Effect of partnership agreement; nonwaivable provisions
425-104 Supplemental principles of law
425-105 Recording and notification of statements
425-106 Governing law
425-107 Partnership subject to amendment or repeal of chapter
Nature of Partnership
425-108 Partnership as entity
425-109 Formation of partnership
425-110 Partnership property
425-111 When property is partnership property
Relations of Partners to Persons Dealing With Partnership
425-112 Partner agent of partnership
425-113 Transfer of partnership property
425-114 Partnership registration statement
425-115 Statement of denial
425-116 Partnership liable for partner’s actionable conduct
425-117 Partner’s liability
425-118 Actions by and against partnership and partners
425-119 Liability of purported partner
Relations of Partners to Each Other and to Partnership
425-120 Partner’s rights and duties
425-121 Distributions in kind
425-122 Partner’s rights and duties with respect to information
425-123 General standards of partner’s conduct
425-124 Actions by partnership and partners
425-125 Continuation of partnership beyond definite term or
particular undertaking
Transferees and Creditors of Partners
425-126 Partner not co-owner of partnership property
425-127 Partner’s transferable interest in partnership
425-128 Transfer of partner’s transferable interest
425-129 Partner’s transferable interest subject to charging
order
Partner’s Dissociation
425-130 Events causing partner’s dissociation
425-131 Partner’s power to dissociate; wrongful dissociation
425-132 Effect of partner’s dissociation
Partner’s Dissociation When Business Not Wound Up
425-133 Purchase of dissociated partner’s interest
425-134 Dissociated partner’s power to bind and liability to
partnership
425-135 Dissociated partner’s liability to other persons
425-136 Statement of dissociation
425-137 Continued use of partnership name
Winding Up Partnership Business
425-138 Events causing dissolution and winding up of
partnership business
425-139 Partnership continues after dissolution
425-140 Right to wind up partnership business
425-141 Partner’s power to bind partnership after dissolution
425-142 Statement of dissolution
425-143 Partner’s liability to other partners after dissolution
425-144 Settlement of accounts and contributions among partners
Miscellaneous Provisions
425-145 Short title
Part V. Limited Liability Partnership Act
425-151 Name of part
425-152 Definitions
425-153 Certificate of limited liability partnership
425-154 Amendment to certificate
425-155 Registration of foreign limited liability partnership
425-156 Changes and amendments
425-157 Annual statement
425-158 Execution of statements
425-159 Filing requirements; filing duty of the director
425-160 Forms to be furnished by director
425-161 Laws of this State to apply
425-162 Foreign limited liability partnerships, powers and
liabilities
425-163 Minors and incompetent persons
425-164 Name
425-165 Reservation of partnership name
425-166 Statement of dissolution
425-167 Prior liens on limited liability partnership property
on dissolution
425-168 Record of statements
425-169 Fee for recording
425-170 Personal liability and penalty
425-171 Cancellation of registration
425-172 Withdrawal procedure for foreign limited liability
partnership
425-173 Transaction of business without registration
425-174 Action by director
425-175 Limitation on partner's liability
425-176 Errors in registration
425-177 Corrections to filed documents
425-178 Insurance and financial responsibility of registered
limited liability partnerships
425-179 Revocation if instrument dishonored
425-180 Partnerships for the practice of law; disallowed
Part VI. Miscellaneous Provisions
425-191 Merger or conversion of domestic partnerships
425-192 Conversion into and from partnerships or limited
liability partnerships
425-193 Articles of conversion
425-194 Effective date of the conversion
425-195 Effect of conversion
425-196 Administrative order of abatement for infringement of
partnership name