10A-9A-4.02
Section 10A-9A-4.02 General partner agent of limited partnership. (a) Each general partner
is an agent of the limited partnership for the purposes of its activities and affairs. An
act of a general partner, including the signing of a writing in the partnership's name, for
apparently carrying on in the ordinary course the limited partnership's activities and affairs
or activities and affairs of the kind carried on by the limited partnership binds the limited
partnership, unless the general partner did not have authority to act for the limited partnership
in the particular matter and the person with which the general partner was dealing knew, had
received a notification, or had notice under Section 10A-9A-1.03(d) that the general partner
lacked authority. (b) An act of a general partner which is not apparently for carrying on
in the ordinary course the limited partnership's activities and affairs or activities and
affairs of the kind carried on by the limited partnership binds the...
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10A-9A-4.06
Section 10A-9A-4.06 Management rights of general partner. (a) Each general partner has equal
rights in the management and conduct of the limited partnership's activities and affairs.
Except as expressly provided in this chapter, any matter relating to the activities and affairs
of the limited partnership is decided exclusively by the general partner or, if there is more
than one general partner, by a majority of the general partners. (b) The consent of all of
the partners is necessary to: (1) amend the partnership agreement; (2) amend the certificate
of formation to add or delete a statement that the limited partnership is a limited liability
limited partnership; and (3) sell, lease, exchange, or otherwise dispose of all, or substantially
all, of the limited partnership's property, with or without the good will, other than in the
usual and regular course of the limited partnership's activities and affairs. (c) A limited
partnership shall reimburse a general partner for payments made...
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10A-9A-4.03
Section 10A-9A-4.03 Limited partnership liable for general partner's actionable conduct. (a)
A limited partnership is liable for loss or injury caused to a person, or for a penalty incurred,
as a result of a wrongful act or omission, or other actionable conduct, of a general partner
acting in the ordinary course of activities and affairs of the limited partnership or with
authority of the limited partnership. (b) If, in the course of the limited partnership's activities
and affairs or while acting with authority of the limited partnership, a general partner receives
or causes the limited partnership to receive money or property of a person not a partner,
and the money or property is misapplied by a general partner, the limited partnership is liable
for the loss. (Act 2016-379, §1.)...
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10A-9A-4.07
Section 10A-9A-4.07 Right of general partner and former general partner to information. Notwithstanding
Sections 10A-1-3.32 and 10A-1-3.33: (a) Subject to subsection (f), a general partner, without
having any particular purpose for seeking the information, may inspect and copy during regular
business hours at a reasonable location specified by the limited partnership, required information
and any other records maintained by the limited partnership regarding the limited partnership's
activities and affairs and financial condition. (b) Subject to subsection (f), each general
partner and the limited partnership shall furnish to a general partner: (1) without demand,
any information concerning the limited partnership's activities and affairs and activities
and affairs reasonably required for the proper exercise of the general partner's rights and
duties under the partnership agreement or this chapter; and (2) on demand, any other information
concerning the limited partnership's activities...
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10A-9A-3.04
Section 10A-9A-3.04 Right of limited partner and former limited partner to information. Notwithstanding
the provisions of Sections 10A-1-3.32 and 10A-1-3.33: (a) Subject to subsection (g), on 10
days' demand, made in a writing received by the limited partnership, a limited partner may
inspect and copy required information during regular business hours and at a reasonable location
specified by the limited partnership. The limited partner need not have any particular purpose
for seeking the information. (b) Subject to subsection (g), during regular business hours
and at a reasonable location specified by the limited partnership, a limited partner may obtain
from the limited partnership and inspect and copy true and full information regarding the
state of the activities and affairs and financial condition of the limited partnership and
other information regarding the activities and affairs of the limited partnership as is just
and reasonable if: (1) the limited partner seeks the...
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10A-9A-5.08
Section 10A-9A-5.08 Limitations on distribution and liability for improper distributions. (a)
A limited partnership shall not make a distribution to a partner to the extent that at the
time of the distribution, after giving effect to the distribution, all liabilities of the
limited partnership, other than liabilities to partners on account of their transferable interests
and liabilities for which the recourse of creditors is limited to specific property of the
limited partnership, exceed the fair value of the assets of the limited partnership, except
that the fair value of the property that is subject to a liability for which recourse of creditors
is limited shall be included in the assets of the limited liability partnership only to the
extent that the fair value of the property exceeds that liability. (b) A general partner who
consents to a distribution in violation of subsection (a) or the partnership agreement, and
who knew at the time of the distribution that the distribution...
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16-44B-1
Section 16-44B-1 Compact. ARTICLE I PURPOSE It is the purpose of this compact to remove barriers
to education success imposed on children of military families because of frequent moves and
deployment of their parents by: A. Facilitating the timely enrollment of children of military
families and ensuring that they are not placed at a disadvantage due to difficulty in the
transfer of education records from the previous school district(s) or variations in entrance/age
requirements. B. Facilitating the student placement process through which children of military
families are not disadvantaged by variations in attendance requirements, scheduling, sequencing,
grading, course content or assessment. C. Facilitating the qualification and eligibility for
enrollment, educational programs, and participation in extracurricular academic, athletic,
and social activities. D. Facilitating the on-time graduation of children of military families.
E. Providing for the promulgation and enforcement of...
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10A-9A-5.04
Section 10A-9A-5.04 Interim distributions. A partner has a right to a distribution before the
dissolution and winding up of a limited partnership as provided in the partnership agreement.
A decision to make a distribution before the dissolution and winding up of the limited partnership
is a decision in the ordinary course of the activities and affairs of the limited partnership.
(Act 2016-379, §1.)...
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10A-5A-4.07
Section 10A-5A-4.07 Direction and oversight of the limited liability company. (a) The limited
liability company agreement of a limited liability company may provide that the activities
and affairs of the limited liability company shall be under the direction, and subject to
the oversight, of: (1) its members; (2) one or more managers; or (3) such other governance
structure as provided in the limited liability company agreement. The limited liability company
agreement of a limited liability company may provide that the activities and affairs of a
series shall be under the direction, and subject to the oversight, of: (1) the members associated
with that series; (2) one or more managers; or (3) such other governance structure as provided
in the limited liability company agreement. (b) If the limited liability company agreement
does not specify who shall direct and oversee the activities and affairs of the limited liability
company or a series thereof: (1)(A) The activities and affairs of...
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10A-1-1.03
Section 10A-1-1.03 Definitions. As used in this title, unless the context otherwise requires,
the following terms mean: (1) AFFILIATE. A person who controls, is controlled by, or is under
common control with another person. An affiliate of an individual includes the spouse, or
a parent or sibling thereof, of the individual, or a child, grandchild, sibling, parent, or
spouse of any thereof, of the individual, or an individual having the same home as the individual,
or a trust or estate of which an individual specified in this sentence is a substantial beneficiary;
a trust, estate, incompetent, conservatee, protected person, or minor of which the individual
is a fiduciary; or an entity of which the individual is director, general partner, agent,
employee or the governing authority or member of the governing authority. (2) ASSOCIATE. When
used to indicate a relationship with: (A) a domestic or foreign entity for which the person
is: (i) an officer or governing person; or (ii) a beneficial...
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