# 6 Del. C. ch. 15 — Delaware Revised Uniform Partnership Act (§§ 15-101 et seq.)

URL: https://consilena.com/coverage/laws/ksrc_yb9ezfs8z36hzvx7

- Jurisdiction: Delaware
- Type: Statute
- Identifier: /de/title6/ch15
- Current as of: 12 July 1999
- Provisions: 93
- Official text: https://delcode.delaware.gov/title6/c015/

> The library is a research copy. Check the official source before relying on a provision: the text published there, not the copy in Consilena, is the law.

## Provisions

- **§ 15-602. Partner’s power to dissociate; wrongful dissociation.**: (a) A partner has the power to dissociate at any time, rightfully or wrongfully, by express…
- **§ 15-406. Continuation of partnership beyond definite term or particular undertaking.**: (a) If a partnership for a definite term or particular undertaking is…
- **§ 15-502. Partner’s economic interest in partnership; personal property.**: A partnership interest is personal property. Only a partner’s economic interest may be…
- **§ 15-204. When property is partnership property.**: (a) Property is partnership property if acquired in the name of: (1) The partnership; or (2) One or more…
- **§ 15-116. Restated statement of partnership existence.**: (a) A statement of partnership existence may be restated by integrating into a single instrument all of…
- **§ 15-603. Effect of partner’s dissociation.**: (a) If a partner’s dissociation results in a dissolution and winding up of the partnership business, subchapter…
- **§ 15-112. Service of process on partnership filing a statement [Effective until Aug. 1, 2026].**: (a) Service of legal process upon any partnership which has…
- **§ 15-1208. Annual tax of partnership.**: (a) Every partnership that has filed a statement of partnership existence shall pay an annual tax, for the use of the…
- **§ 15-1104. Activities not constituting doing business.**: (a) Activities of a foreign limited liability partnership in the State of Delaware which do not…
- **§ 15-1207. Fees [Effective until Aug. 1, 2026].**: (a) No document required to be filed under this chapter shall be effective until the applicable fee required by…
- **§ 15-114. Service of process on a partner and liquidating trustee [Effective until Aug. 1, 2026].**: (a) A partner or a liquidating trustee of a partnership which…
- **§ 15-1201. Uniformity of application and construction.**: This chapter shall be applied and construed to effectuate its general purpose to make uniform the law…
- **§ 15-407. Classes and voting.**: (a) A partnership agreement may provide for classes or groups of partners having such relative rights, powers and duties as the…
- **§ 15-503. Transfer of partner’s economic interest.**: (a) A transfer, in whole or in part, of a partner’s economic interest in the partnership: (1) Is…
- **§ 15-1103. Effect of failure to qualify.**: (a) A foreign limited liability partnership doing business in the State of Delaware may not maintain an action or…
- **§ 15-302. Transfer of partnership property.**: (a) Partnership property may be transferred as follows: (1) Subject to the effect of a statement of partnership…
- **§ 15-1209. Cancelation of statement of partnership existence for failure to pay annual tax.**: (a) The statement of partnership existence of a partnership shall…
- **§ 15-804. Partner’s power to bind partnership after dissolution.**: Subject to § 15-805 of this title, a partnership is bound by a partner’s act after dissolution…
- **§ 15-404. General standards of partner’s conduct.**: (a) The only fiduciary duties a partner owes to the partnership and the other partners are the duty of…
- **§ 15-807. Settlement of accounts and contributions among partners.**: (a) In winding up a partnership’s business or affairs, the assets of the partnership…
- **§ 15-203. Partnership property.**: Unless otherwise provided in a statement of partnership existence or a statement of qualification and in a partnership…
- **§ 15-309. Limitations on distribution.**: (a) A limited liability partnership shall not make a distribution to a partner to the extent that at the time of the…
- **§ 15-202. Formation of partnership; powers.**: (a) Except as otherwise provided in subsection (b) of this section, the association of 2 or more persons (i) to…
- **§ 15-806. Partner’s liability to other partners after dissolution.**: (a) Except as otherwise provided in subsection (b) of this section and § 15-306 of this…
- **§ 15-704. Statement of dissociation.**: (a) A dissociated partner or, after the filing by the partnership of a statement of partnership existence, the partnership…
- **§ 15-305. Partnership liable for partner’s actionable conduct.**: (a) A partnership is liable for loss or injury caused to a person, or for a penalty incurred, as…
- **§ 15-110. Indemnification.**: Subject to such standards and restrictions, if any, as are set forth in its partnership agreement, a partnership may, and shall have…
- **§ 15-905. Transfer or continuance of domestic partnerships.**: (a) Upon compliance with the provisions of this section, any domestic partnership may transfer to…
- **§ 15-701. Purchase of dissociated partner’s partnership interest.**: (a) If a partner is dissociated from a partnership without resulting in a dissolution and…
- **§ 15-109. Reservation of name.**: (a) The exclusive right to use of a specified name in a statement using the specified name may be reserved by: (1) any person…
- **§ 15-119. Business transactions of partner with the partnership.**: Except as provided in the partnership agreement, a partner may lend money to, borrow money…
- **§ 15-201. Partnership as entity.**: (a) A partnership is a separate legal entity which is an entity distinct from its partners unless otherwise provided in a…
- **§ 15-108. Name of partnership.**: (a) The name of a partnership: (i) may contain the name of a partner and (ii) may contain the following words: “Company,”…
- **§ 15-705. Continued use of partnership name.**: Continued use of a partnership name, or a dissociated partner’s name as part thereof, by partners continuing the…
- **§ 15-805. Statement of dissolution.**: (a) After dissolution, a partnership may file a statement of dissolution stating the name of the partnership and that the…
- **§ 15-1206. Applicability.**: (a) Before January 1, 2002, this chapter governs only a partnership formed: (1) After the effective date of this chapter, except a…
- **§ 15-301. Partner agent of partnership.**: Subject to the effect of a statement of partnership existence under § 15-303 of this title: (1) Each partner is an…
- **§ 15-501. Partner not co-owner of partnership property.**: Unless otherwise provided in a statement of partnership existence or a statement of qualification and…
- **§ 15-107. Reserved power of State of Delaware to alter or repeal chapter.**: All provisions of this chapter may be altered from time to time or repealed and all…
- **§ 15-403. Partner’s rights and duties with respect to information.**: (a) Each partner and the partnership shall provide partners, former partners and the legal…
- **§ 15-105. Execution, filing and recording of statements and certificates.**: (a) A statement or certificate may be filed with the Secretary of State by delivery…
- **§ 15-902. Merger or consolidation [Effective until Aug. 1, 2026].**: (a) As used in this section and in § 15-105 of this title, “other business entity” means a…
- **§ 15-703. Dissociated partner’s liability to other persons.**: (a) A partner’s dissociation does not of itself discharge the partner’s liability for a partnership…
- **§ 15-120. No statutory appraisal rights.**: Unless otherwise provided in a partnership agreement or an agreement of merger or consolidation or a plan of merger…
- **§ 15-1003. Annual report.**: (a) A limited liability partnership, and a foreign limited liability partnership authorized to transact business in the State of…
- **§ 15-103. Effect of partnership agreement; nonwaivable provisions.**: (a) Except as otherwise provided in subsection (b) of this section, relations among the…
- **§ 15-903. Approval of conversion of a domestic partnership.**: (a) Upon compliance with this section, a domestic partnership may convert to a corporation, a…
- **§ 15-1102. Statement of foreign qualification.**: (a) Before doing business in the State of Delaware, a foreign limited liability partnership shall register with…
- **§ 15-106. Governing law.**: (a) Except as otherwise provided in subsection (b) of this section, the law of the jurisdiction governing a partnership agreement…
- **§ 15-1203. Severability clause.**: If any provision of this chapter or its application to any person or circumstance is held invalid, the invalidity does not…
- **§ 15-208. Irrevocability of subscription.**: For all purposes of the laws of the State of Delaware, a subscription for a partnership interest, whether submitted…
- **§ 15-102. Knowledge and notice.**: (a) A person knows a fact if the person has actual knowledge of it. (b) A person has notice of a fact: (1) If the person knows…
- **§ 15-307. Actions by and against partnership and partners.**: (a) A partnership may sue and be sued in the name of the partnership. (b) An action may be brought…
- **§ 15-1101. Law governing foreign limited liability partnership.**: (a) The law under which a foreign limited liability partnership is formed governs relations…
- **§ 15-1210. Revival of statement of partnership existence.**: (a) A statement of partnership existence that has been canceled pursuant to § 15-111(d) or §…
- **§ 15-1001. Statement of qualification of a domestic partnership.**: (a) A domestic partnership may be formed as, or may become, a limited liability partnership…
- **§ 15-601. Events causing partner’s dissociation.**: A partner is dissociated from a partnership upon the occurrence of any of the following events: (1) The…
- **§ 15-121. Contested matters relating to partners; contested votes.**: (a) Upon application of any partner of a partnership which is formed under the laws of the…
- **§ 15-304. Denial of status as partner.**: If a person named in a statement of partnership existence is or may be adversely affected by being so named, the person…
- **§ 15-124. Document form, signature and delivery.**: (a) Except as provided in subsection (b) of this section, without limiting the manner in which any act or…
- **§ 15-122. Interpretation and enforcement of partnership agreement.**: Any action to interpret, apply or enforce the provisions of a partnership agreement of a…
- **§ 15-1105. Foreign limited liability partnerships doing business without having qualified; injunctions.**: (a) The Court of Chancery shall have jurisdiction to…
- **§ 15-205. Admission without contribution or partnership interest.**: Each person to be admitted as a partner to a partnership formed under either § 15-202(a)(i)…
- **§ 15-803. Right to wind up partnership business or affairs.**: (a) A partner at the time of dissolution, including a partner who has dissociated but not…
- **§ 15-303. Statement of partnership existence.**: (a) A partnership may file a statement of partnership existence, which: (1) Must include: (i) The name of the…
- **§ 15-702. Dissociated partner’s power to bind and liability to partnership.**: (a) For one year after a partner dissociates without resulting in a dissolution and…
- **§ 15-207. Liability for contribution.**: (a) A partner is obligated to the partnership to perform any promise to contribute cash or property or to perform…
- **§ 15-1204. Effective date.**: This chapter takes effect January 1, 2000.
- **§ 15-1205. Repeals.**: Except with respect to limited partnerships (see 6 Del. C. § 17-1105), effective January 1, 2002, the Delaware Uniform Partnership Law, 6…
- **§ 15-118. Statement or certificate of correction; corrected statement or certificate.**: (a) Whenever any statement or certificate authorized to be filed with the…
- **§ 15-308. Liability of purported partner.**: (a) If a person, by words or conduct, purports to be a partner, or consents to being represented by another as a…
- **§ 15-1002. Name.**: The name of a limited liability partnership shall comply with § 15-108 of this title.
- **§ 15-409. Reliance on reports and information by partner or liquidating trustee.**: (a) A liquidating trustee of a partnership (including a limited liability…
- **§ 15-123. Irrevocable power of attorney or proxy.**: For all purposes of the laws of the State of Delaware, a power of attorney or proxy with respect to a…
- **§ 15-802. Partnership continues after dissolution.**: (a) Subject to subsection (b) of this section, a partnership continues after dissolution only for the…
- **§ 15-206. Form of contribution.**: The contribution of a partner may be in cash, property or services rendered, or a promissory note or other obligation to…
- **§ 15-405. Actions by partnership and partners; derivative actions.**: (a) A partnership may maintain an action against a partner for a breach of the partnership…
- **§ 15-801. Events causing dissolution and winding up of partnership business or affairs.**: A partnership is dissolved, and its business must be wound up, only…
- **§ 15-402. Distributions in kind.**: A partner, regardless of the nature of the partner’s contribution, has no right to demand and receive any distribution from a…
- **§ 15-504. Partner’s economic interest subject to charging order.**: (a) On application by a judgment creditor of a partner or of a partner’s transferee, a court…
- **§ 15-113. Service of process on a partnership not filing a statement [Effective until Aug. 1, 2026].**: (a) Service of legal process upon any partnership which…
- **§ 15-117. Execution, amendment or cancelation by judicial order.**: (a) If a person required by this chapter to execute any statement or certificate fails or…
- **§ 15-306. Partner’s liability.**: (a) Except as otherwise provided in subsections (b) and (c) of this section, all partners are liable jointly and severally for…
- **§ 15-101. Definitions.**: As used in this chapter unless the context otherwise requires: (1) “Business” includes every trade, occupation and profession, the…
- **§ 15-901. Conversion of certain entities to a domestic partnership.**: (a) As used in this section and in § 15-105 of this title, the term “other entity” means a…
- **§ 15-111. Registered office; registered agent.**: (a) Each partnership that files a statement of partnership existence, a statement of qualification or a…
- **§ 15-401. Partner’s rights and duties.**: (a) Each partner is deemed to have an account that is: (1) Credited with an amount equal to the money plus the value of…
- **§ 15-1202. Short title.**: This chapter may be cited as the “Delaware Revised Uniform Partnership Act.”
- **§ 15-904. Domestication of non-United States entities.**: (a) As used in this section and in § 15-105 of this title, “non-United States entity” means a foreign…
- **§ 15-1004. Reinstatement of statement of qualification or statement of foreign qualification.**: (a) A partnership whose statement of qualification or statement…
- **§ 15-115. Doing business.**: A limited partnership, a partnership, a limited liability company, a business or other trust or association, or a corporation formed…
- **§ 15-408. Remedies for breach of partnership agreement.**: A partnership agreement may provide that (i) a partner who fails to perform in accordance with, or to…
- **§ 15-104. Supplemental principles of law.**: (a) In any case not provided for in this chapter, the rules of law and equity, including the law merchant, shall…
- **§ 15-1208. Annual tax of partnership.**: to the annual tax, and such additional sum shall become a part of the tax and shall be collected in the same manner and…
- **§ 15-901. Conversion of certain entities to a domestic partnership.**: (1) The date on which and jurisdiction where the other entity was first created, formed or…
- **§ 15-1104. Activities not constituting doing business.**: (12) Doing business in the State of Delaware as an insurance company. (b) A person shall not be deemed…
- **§ 15-102. Knowledge and notice.**: (2) Is received at the person’s place of business or at any other place held out by the person as a place for receiving…
- **§ 15-101. Definitions.**: (6) “Domestic partnership” means an association of two or more persons formed under § 15-202 of this title or predecessor law to carry…
- **§ 15-503. Transfer of partner’s economic interest.**: (6) of this title a judicial determination that it is equitable to wind up the partnership business or…
- **§ 15-405. Actions by partnership and partners; derivative actions.**: (3) Enforce the rights and otherwise protect the interests of the partner, including rights…
- **§ 15-121. Contested matters relating to partners; contested votes.**: application as it deems proper under the circumstances. (b) Upon application of any partner…
- **§ 15-1207. Fees [Effective until Aug. 1, 2026].**: (5) The Secretary of State may issue photocopies or electronic image copies of instruments on file, as well as…
- **§ 15-807. Settlement of accounts and contributions among partners.**: which those partners share partnership losses, the additional amount necessary to pay or…
- **§ 15-103. Effect of partnership agreement; nonwaivable provisions.**: (8) Vary the denial of partnership power to issue a certificate of partnership interest in…
- **§ 15-801. Events causing dissolution and winding up of partnership business or affairs.**: (4) An event that makes it unlawful for all or substantially all of the…
- **§ 15-308. Liability of purported partner.**: all of the partners of the existing partnership consent to the representation, a partnership act or obligation…
- **§ 15-1001. Statement of qualification of a domestic partnership.**: (5) The future effective date or time (which shall be a date or time certain) of the statement…
- **§ 15-302. Transfer of partnership property.**: (3) of this section, proves that the transferee had notice that the property was partnership property and that the…
- **§ 15-307. Actions by and against partnership and partners.**: (2) Liability is imposed on the partner by law or contract independent of the existence of the…
- **§ 15-111. Registered office; registered agent.**: (2) A registered agent for service of process on the partnership, having a business office identical with such…
- **§ 15-404. General standards of partner’s conduct.**: (3) To refrain from competing with the partnership in the conduct of the partnership business or affairs…
- **§ 15-202. Formation of partnership; powers.**: (3) A person who receives a share of the profits of a business is presumed to be a partner in the business, unless…
- **§ 15-105. Execution, filing and recording of statements and certificates.**: at the time such statement or certificate becomes effective as provided in this…
- **§ 15-113. Service of process on a partnership not filing a statement [Effective until Aug. 1, 2026].**: by means of electronic transmission but only as prescribed…
- **§ 15-407. Classes and voting.**: of any such right to vote. (d) Meetings of partners may be held by means of conference telephone or other communications…
- **§ 15-403. Partner’s rights and duties with respect to information.**: (6) Other information regarding the affairs of the partnership as is just and reasonable…
- **§ 15-902. Merger or consolidation [Effective until Aug. 1, 2026].**: or interests in, the surviving or resulting domestic partnership or other business entity or…
- **§ 15-114. Service of process on a partner and liquidating trustee [Effective until Aug. 1, 2026].**: shall pay to the Secretary of State the sum of $50 for the…
- **§ 15-116. Restated statement of partnership existence.**: (4) Any other information desired to be included therein. (b) Upon the filing of the restated statement…
- **§ 15-109. Reservation of name.**: (4) any person intending to organize a foreign limited liability partnership and intending to have it register in the State of…
- **§ 15-118. Statement or certificate of correction; corrected statement or certificate.**: fee payable to the Secretary of State if the statement or certificate…
- **§ 15-701. Purchase of dissociated partner’s partnership interest.**: deferred payment is authorized under subsection (h) of this section, the partnership may…
- **§ 15-903. Approval of conversion of a domestic partnership.**: pursuant to this section shall not require such partnership to wind up its affairs under subchapter…
- **§ 15-401. Partner’s rights and duties.**: (2) Charged with an amount equal to the money plus the value of any other property, net of the amount of any…
- **§ 15-905. Transfer or continuance of domestic partnerships.**: transfer or domestication or continuance described in subsection (a) of this section shall be…
- **§ 15-601. Events causing partner’s dissociation.**: (6) The partner’s: a. Making an assignment for the benefit of creditors; b. Filing a voluntary petition in…
- **§ 15-303. Statement of partnership existence.**: (2) A grant of authority to transfer real property held in the name of the partnership contained in a certified…
- **§ 15-112. Service of process on partnership filing a statement [Effective until Aug. 1, 2026].**: effectual for all intents and purposes as if made in any of the…
- **§ 15-904. Domestication of non-United States entities.**: (3) In the case of a domestication as a limited liability partnership, a statement of qualification in…
- **§ 15-309. Limitations on distribution.**: shall not affect any obligation or liability of a partner of a limited liability partnership under an agreement or other…
- **§ 15-124. Document form, signature and delivery.**: (3) Unless otherwise provided in the partnership agreement or agreed between the sender and recipient, an…
- **§ 15-409. Reliance on reports and information by partner or liquidating trustee.**: contracts, agreements or other undertakings that would be sufficient to pay…
- **§ 15-1102. Statement of foreign qualification.**: (2) A certificate, as of a date not earlier than 6 months prior to the filing date, issued by an authorized…
- **§ 15-1210. Revival of statement of partnership existence.**: (5) Any other matters the partner or partners executing the certificate of revival determine to…
- **§ 15-108. Name of partnership.**: the laws of the State of Delaware with the written consent of the other corporation, limited partnership (including a limited…
- **§ 15-1003. Annual report.**: (2) The address of the registered office and the name and address of the registered agent for service of process required to be…
- **§ 15-901. Conversion of certain entities to a domestic partnership.**: (5) In the case of a conversion to a limited liability partnership, that the partnership…
- **§ 15-1207. Fees [Effective until Aug. 1, 2026].**: (7) For preclearance of any document for filing, a fee in the amount of $250. (8) For preparing and providing a…
- **§ 15-101. Definitions.**: (15) “Partnership agreement” means the agreement, whether written, oral or implied, among the partners concerning the partnership…
- **§ 15-903. Approval of conversion of a domestic partnership.**: § 15-105 of this title. The certificate of conversion to non-Delaware entity shall state: (1) The…
- **§ 15-108. Name of partnership.**: partnership or to lead to a pattern and practice of abuse that might cause harm to the interests of the public or this State as…
- **§ 15-105. Execution, filing and recording of statements and certificates.**: (4) Cause to be entered such information from the statement or certificate as the…
- **§ 15-905. Transfer or continuance of domestic partnerships.**: (5) That the transfer or domestication or continuance of the partnership has been approved in…
- **§ 15-807. Settlement of accounts and contributions among partners.**: within 10 years after the date of dissolution. If there are sufficient assets, such claims…
- **§ 15-124. Document form, signature and delivery.**: (1) A document filed with or submitted to the Secretary of State, the Register in Chancery, or a court or…
- **§ 15-111. Registered office; registered agent.**: agent thereof as given in the certificate. In the event of a change of name of any person acting as a registered…
- **§ 15-601. Events causing partner’s dissociation.**: (8) In the case of a partner that is a trust or is acting as a partner by virtue of being a trustee of a…
- **§ 15-902. Merger or consolidation [Effective until Aug. 1, 2026].**: (2) That an agreement of merger or consolidation has been approved and executed by each of…
- **§ 15-407. Classes and voting.**: (e) If a partnership agreement provides for the manner in which it may be amended, including by requiring the approval of a…
- **§ 15-202. Formation of partnership; powers.**: agreements similar to any of the foregoing. (f) A partnership has the power and authority to grant, hold or…
- **§ 15-503. Transfer of partner’s economic interest.**: other interest of a partner in the partnership. Any such interest so acquired by the partnership shall be…
- **§ 15-904. Domestication of non-United States entities.**: (6) That the domestication has been approved in the manner provided for by the document, instrument…
- **§ 15-109. Reservation of name.**: instrument with a notation thereon of the action taken by the Secretary of State. (c) A fee as set forth in § 15-1207 of this…
- **§ 15-114. Service of process on a partner and liquidating trustee [Effective until Aug. 1, 2026].**: to the nonexclusive jurisdiction of the courts of, or…
- **§ 15-1001. Statement of qualification of a domestic partnership.**: (4) of this title or revoked pursuant to § 15-1003 of this title. (e) A partnership is a…
- **§ 15-1208. Annual tax of partnership.**: tax and all penalties and interest thereon for each year for which such partnership neglected, refused or failed to pay…
- **§ 15-401. Partner’s rights and duties.**: (i) A person may become a partner only with the consent of all of the partners. (j) A difference arising as to a matter…
- **§ 15-403. Partner’s rights and duties with respect to information.**: partner or by a partner’s attorney or other agent under this section shall be in writing and…
- **§ 15-1003. Annual report.**: A revocation under subsection (c) of this section only affects a partnership’s status as a limited liability partnership and is not…
- **§ 15-112. Service of process on partnership filing a statement [Effective until Aug. 1, 2026].**: therein. The Secretary of State shall maintain an alphabetical…
- **§ 15-701. Purchase of dissociated partner’s partnership interest.**: (4) Written notice which shall state that the payment is in full satisfaction of the…
- **§ 15-113. Service of process on a partnership not filing a statement [Effective until Aug. 1, 2026].**: of State, the fact that service has been effected pursuant…
- **§ 15-403. Partner’s rights and duties with respect to information.**: access to the information described in subsection (a) of this section and to make copies or…
- **§ 15-807. Settlement of accounts and contributions among partners.**: shall not affect any obligation or liability of a partner of a limited liability partnership…
- **§ 15-1001. Statement of qualification of a domestic partnership.**: anything in this chapter to the contrary, a domestic partnership having, or that but for its…
- **§ 15-202. Formation of partnership; powers.**: agreement is waived, pursuant to this subsection shall be deemed validly taken at the time of such act or…
- **§ 15-105. Execution, filing and recording of statements and certificates.**: (5) Upon request made upon or prior to delivery, the Secretary of State may, to the…
- **§ 15-905. Transfer or continuance of domestic partnerships.**: (6) of this section shall be mailed to it by the Secretary of State. In the event of service…
- **§ 15-902. Merger or consolidation [Effective until Aug. 1, 2026].**: (8) That a copy of the agreement of merger or consolidation will be furnished by the…
- **§ 15-903. Approval of conversion of a domestic partnership.**: (6) of this section shall be mailed to it by the Secretary of State. In the event of service…
- **§ 15-904. Domestication of non-United States entities.**: (7) In the case of a domestication as a limited liability partnership, that the partnership agreement of…
- **§ 15-1207. Fees [Effective until Aug. 1, 2026].**: (1) For all services described in subsection (a) of this section that are requested to be completed within 30…
- **§ 15-101. Definitions.**: (19) “Person” means a natural person, partnership (whether general or limited), limited liability company, trust (including a common law…
- **§ 15-111. Registered office; registered agent.**: this title. Any registered agent filing a certificate under this section shall promptly, upon such filing…
- **§ 15-1208. Annual tax of partnership.**: certificate of good standing with respect to such partnership, unless and until such partnership shall have been restored…
- **§ 15-401. Partner’s rights and duties.**: a partner of the partnership. No other provision of this chapter or other law shall be construed to restrict a partner’s…
- **§ 15-701. Purchase of dissociated partner’s partnership interest.**: (2)(ii) of this title, to determine the buyout price of that partner’s partnership interest…
- **§ 15-901. Conversion of certain entities to a domestic partnership.**: remain vested in the domestic partnership to which such other entity has converted and…
- **§ 15-403. Partner’s rights and duties with respect to information.**: (2) that the information the demanding partner, former partner or legal representative of a…
- **§ 15-903. Approval of conversion of a domestic partnership.**: partnership incurred prior to such conversion or the personal liability of any person incurred…
- **§ 15-901. Conversion of certain entities to a domestic partnership.**: the same entity as the converting other entity and the conversion shall constitute a…
- **§ 15-1207. Fees [Effective until Aug. 1, 2026].**: (3) For all services described in subsection (a) of this section that are requested to be completed within a…
- **§ 15-902. Merger or consolidation [Effective until Aug. 1, 2026].**: (9) If the surviving or resulting entity is not formed, organized or created under the laws…
- **§ 15-105. Execution, filing and recording of statements and certificates.**: (6) If: a. Together with the actual delivery of a statement or certificate and tender…
- **§ 15-111. Registered office; registered agent.**: resignation with the Secretary of State, but such resignation shall not become effective until 30 days after the…
- **§ 15-904. Domestication of non-United States entities.**: the non-United States entity had been formed as a partnership on that date. (g) Prior to the time a…
- **§ 15-905. Transfer or continuance of domestic partnerships.**: (8) In the case of a certificate of transfer and domestic continuance, that the partnership will…
- **§ 15-202. Formation of partnership; powers.**: such application, the partnership shall be named as a party, and no other party need be joined in order for the…
- **§ 15-903. Approval of conversion of a domestic partnership.**: been incurred or contracted by it in its capacity as such other entity or business form. The…
- **§ 15-901. Conversion of certain entities to a domestic partnership.**: a person who, at the effective time or date of the conversion of any other entity to a…
- **§ 15-111. Registered office; registered agent.**: thereafter be upon the Secretary of State in accordance with § 15-113 of this title. (e) (1) Every registered…
- **§ 15-905. Transfer or continuance of domestic partnerships.**: Unless otherwise agreed, the transfer or domestication or continuance of a partnership out of the…
- **§ 15-902. Merger or consolidation [Effective until Aug. 1, 2026].**: of merger or consolidation, or in the case of a merger under subsection (m) of this section…
- **§ 15-904. Domestication of non-United States entities.**: entity continues its existence in the foreign jurisdiction in which it was existing immediately prior to…
- **§ 15-105. Execution, filing and recording of statements and certificates.**: to the Secretary of State for receiving an affidavit of extraordinary condition. For…
- **§ 15-111. Registered office; registered agent.**: (2), “virtual office” means the performance of duties or functions solely through the internet or solely through…
- **§ 15-105. Execution, filing and recording of statements and certificates.**: (6)c. of this section, and any such determination shall be conclusive in the absence…
- **§ 15-905. Transfer or continuance of domestic partnerships.**: securities of, or interests in, such partnership may be exchanged for or converted into cash…
- **§ 15-902. Merger or consolidation [Effective until Aug. 1, 2026].**: (4) or subsection (m) of this section shall be deemed to be an amendment to the statement of…
- **§ 15-904. Domestication of non-United States entities.**: shall constitute a continuation of the existence of the domesticating non-United States entity in the…
- **§ 15-105. Execution, filing and recording of statements and certificates.**: (1) A person authorized by this chapter to file a statement or certificate may amend…
- **§ 15-904. Domestication of non-United States entities.**: provided in the partnership agreement. For the purpose of § 15-306(b) of this title, a person who, at…
- **§ 15-111. Registered office; registered agent.**: (2) A domestic or foreign corporation, a domestic partnership (whether general (including a limited liability…
- **§ 15-905. Transfer or continuance of domestic partnerships.**: as such domestic partnership continues its existence as a domestic partnership) and shall be the…
- **§ 15-902. Merger or consolidation [Effective until Aug. 1, 2026].**: (2) effect the adoption of a new partnership agreement, in either case, for a domestic…
- **§ 15-905. Transfer or continuance of domestic partnerships.**: (h) A partnership agreement may provide that a domestic partnership shall not have the power to…
- **§ 15-105. Execution, filing and recording of statements and certificates.**: cancellation of a statement of partnership existence, or a certificate of transfer…
- **§ 15-111. Registered office; registered agent.**: (2)a. of this section, a “commercial registered agent” shall also include any registered agent which has an…
- **§ 15-105. Execution, filing and recording of statements and certificates.**: (3) Upon the filing of a statement of cancellation of a statement of qualification…
- **§ 15-111. Registered office; registered agent.**: agent, including the refusal to file any documents regarding an entity’s formation. (i) Upon application of the…
- **§ 15-902. Merger or consolidation [Effective until Aug. 1, 2026].**: as provided by agreement with a person to whom a partner of a domestic partnership is…
- **§ 15-105. Execution, filing and recording of statements and certificates.**: (4) of this title, or upon the filing of a certificate of merger or consolidation or…
- **§ 15-111. Registered office; registered agent.**: (3) With respect to any order the court enters pursuant to this section with respect to an entity that has acted…
- **§ 15-902. Merger or consolidation [Effective until Aug. 1, 2026].**: (2) Liability is imposed on the partner by law or contract independent of the existence of…
- **§ 15-111. Registered office; registered agent.**: (4) Upon the entry of an order by the court enjoining any person or entity from acting as a registered agent…
- **§ 15-105. Execution, filing and recording of statements and certificates.**: (5) Upon the filing of a certificate of partnership domestication, or upon the future…
- **§ 15-902. Merger or consolidation [Effective until Aug. 1, 2026].**: (7)(A) and (B) of Title 8), of which class there are outstanding shares that, absent § 267(a)…
- **§ 15-111. Registered office; registered agent.**: as a registered agent, such foreign limited liability partnership shall not be permitted to do business in the…
- **§ 15-902. Merger or consolidation [Effective until Aug. 1, 2026].**: issued, paid, delivered or granted by the surviving domestic partnership or corporation upon…
- **§ 15-105. Execution, filing and recording of statements and certificates.**: a certificate with a future effective date or time, the certificate identified in…
- **§ 15-902. Merger or consolidation [Effective until Aug. 1, 2026].**: and to irrevocably appoint the Secretary of State as its agent to accept service of process…

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