10A-8A-10.03
of the transferable interest is not fixed by the partnership agreement, the limited liability
partnership, within six months after the death or 30 days after the disqualification or transfer,
as the case may be, shall make a written offer to pay to the holder of the transferable interest
a specified price deemed by the limited liability partnership to be the fair value of the
transferable interest as of the date of the death, disqualification, or transfer. The offer
shall be given to the personal representative of the estate of the deceased partner,
the disqualified person, or the transferee, as the case may be, and shall be accompanied by
a balance sheet of the limited liability partnership, as of the latest available date and
not more than 12 months prior to the making of the offer, and a profit and loss statement
of the limited liability partnership for the 12-month period ended on the date of the balance
sheet. (c) If within 30 days after the date of the written offer from the...
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10A-8A-8.05
Section 10A-8A-8.05 Liability after dissolution of partner and person dissociated as partner;
other partners, and persons dissociated as partners. (a) If a partner having knowledge of
the dissolution causes a partnership to incur an obligation under Section 10A-8A-8.04(a) by
an act that is not appropriate for winding up the partnership's business or not for profit
activity, the partner is liable: (1) to the partnership for any damage caused to the partnership
arising from the obligation; and (2) if another partner or a person dissociated as a partner
is liable for the obligation, to that other partner or person for any damage caused to that
other partner or person arising from the liability. (b) If a person dissociated as a partner
causes a partnership to incur an obligation under Section 10A-8A-8.04(b), the person is liable:
(1) to the partnership for any damage caused to the partnership arising from the obligation;
and (2) if a partner or another person dissociated as a partner is...
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40-15B-10
Section 40-15B-10 Right of reimbursement. (a) A person required under Section 40-15B-9 to pay
an estate tax greater than the amount due from the person under Section 40-15B-3 or 40-15B-4
has a right to reimbursement from another person to the extent that the other person has not
paid the tax required by Section 40-15B-3 or 40-15B-4 and a right to reimbursement ratably
from other persons to the extent that each has not contributed a portion of the amount collected
under Section 40-15B-9(b). The right to reimbursement includes the right to receive interest
on the amount of the estate tax payment from the date of the payment to the date of reimbursement
at the interest rate that would be charged during such period on an estate tax deficiency
by the taxing authority that imposed the estate tax. The right of reimbursement also includes
the reasonable costs of collection including attorney's fees. (b) A fiduciary may enforce
the right to reimbursement under subsection (a) on behalf of the...
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10A-8A-5.04
Section 10A-8A-5.04 Power of personal representative of deceased partner. If a partner
dies, the deceased partner's personal representative or other legal representative
may: (a) for the period of time that the deceased partner's personal representative
or other legal representative holds the deceased partner's transferable interest: (1) exercise
the rights of a holder of transferable interests under this chapter; (2) exercise the rights
of a transferee under Section 10A-8A-5.02; and (3) for purposes of settling the estate, exercise
the rights of a current partner under Section 10A-8A-4.10; and (b) for the period of time
that the deceased partner's personal representative or other legal representative does
not hold the deceased partner's transferable interest, for purposes of settling the estate,
exercise the rights of a person dissociated as a partner under Section 10A-8A-4.10. (Act 2018-125,
§7.)...
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10A-9A-7.04
Section 10A-9A-7.04 Power of personal representative of deceased partner. If a partner
dies, the deceased partner's personal representative or other legal representative
may: (a) for the period of time that the deceased partner's personal representative
or other legal representative holds the deceased partner's transferable interest: (1) exercise
the rights of a holder of transferable interests under this chapter; (2) exercise the rights
of a transferee under Section 10A-9A-7.02; and (3) for purposes of settling the estate, exercise
the rights of a current limited partner under Section 10A-9A-3.04; and (b) for the period
of time that the deceased partner's personal representative or other legal representative
does not hold the deceased partner's transferable interest, for purposes of settling the estate,
exercise the rights of a person dissociated as a limited partner under Section 10A-9A-3.04.
(Act 2016-379, §1.)...
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10A-8A-7.03
Section 10A-8A-7.03 Liability of person dissociated as a partner to other persons. (a) A person's
dissociation as a partner does not of itself discharge that person's liability for a partnership
obligation incurred before dissociation. A person dissociated as a partner is not liable for
a partnership obligation incurred after dissociation, except as provided in subsection (b).
(b) A person that dissociates as a partner without resulting in a dissolution and winding
up of the partnership business or not for profit activity is liable as a partner to the other
party in a transaction entered into by the partnership, or a surviving partnership or other
surviving entity under Article 9 of this chapter or Article 8 of Chapter 1, within one year
after the partner's dissociation, only if the partner is liable for the obligation under Section
10A-8A-3.06 and at the time of entering into the transaction the other party: (1) reasonably
believed that the person dissociated as a partner was then a...
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25-4-134
Section 25-4-134 Procedures for collection of delinquent contribution payments. (a) Generally.
The contributions, interest, and penalties required to be paid under this chapter shall be
a first and prior lien upon all property and rights to property, real or personal,
of any employer subject to this chapter. The lien shall arise at the time the contribution
report, or the payment of the contributions, as the case may be, was due to have been filed
with or made to the Department of Labor. The secretary may file in the office of the judge
of probate of any county in this state a certificate which shall show the name of the department
for which it is filed, the amount and nature of the contributions, interest, and penalties
for which a lien is claimed together with any costs that may have accrued, the name of the
employer against whose property a lien for such contributions, interest, and penalties is
claimed and the date thereof. An error in the certificate of the amount shall not...
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10A-8A-8.03
that partner or those partners shall wind up the business or not for profit activity of the
partnership and shall have the powers set forth in Section 10A-8A-8.04. A person whose dissociation
as a partner resulted in the dissolution of the partnership may participate in the winding
up as if still a partner, unless the dissociation was wrongful. (b) If a dissolved partnership
does not have a partner and no person has the right to participate in winding up under subsection
(a), the personal or legal representative of the last person to have been a partner
may wind up the partnership's business or not for profit activity. If the representative does
not exercise that right, a person to wind up the partnership's business or not for profit
activity may be appointed by the affirmative vote or consent of transferees owning a majority
of the transferable interests at the time the consent is to be effective. (c) A court of competent
jurisdiction may order judicial supervision of the...
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41-10-36
constitution or laws of the state to issue affected bonds. (10) LOCAL ISSUER. Any issuer which
is a county, municipality, or public corporation organized by or pursuant to approval by a
county or municipality (or pursuant to approval by two or more counties or municipalities
or both) and which is authorized by or pursuant to the constitution or laws of the state to
issue affected bonds. (11) MANUFACTURING FACILITY. Any facility which is used in the manufacturing
or production of tangible personal property (including processing resulting in a change
in the condition of such property), and includes any facility devoted to an activity described
in Standard Industrial Classification (SIC) Code Major Groups 20 through 39, or to agricultural
activities, and further includes office facilities related to the foregoing so long as such
office facilities are located on the premises of the manufacturing facility to which they
are related. (12) PRIVATE ACTIVITY BOND has the same meaning as that...
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10A-8A-5.03
Section 10A-8A-5.03 Rights of creditor of partner or transferee. (a) On application to a court
of competent jurisdiction by any judgment creditor of a partner or transferee, the court may
charge the transferable interest of the judgment debtor with payment of the unsatisfied amount
of the judgment with interest. To the extent so charged and after the partnership has been
served with the charging order, the judgment creditor has only the right to receive any distribution
or distributions to which the judgment debtor would otherwise be entitled in respect of the
transferable interest. (b) The partnership, after being served with a charging order and its
terms, shall be entitled to pay or deposit any distribution or distributions to which the
judgment debtor would otherwise be entitled in respect of the charged transferable interest
into the hands of the clerk of the court so issuing the charging order, and the payment or
deposit shall discharge the partnership and the judgment debtor...
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