10A-9A-9.04
Section 10A-9A-9.04 Demand. A partner may commence a derivative action in the right of the
limited partnership, if: (a) the partner first makes a written demand upon general partners
requesting that they cause the limited partnership to bring an action to enforce the right
and the general partners do not bring the action within a reasonable time; or (b) a demand
under subsection (a) would be futile. (Act 2016-379, §1.)...
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10-9C-402
Section 10-9C-402 General partner agent of limited partnership. All provisions of Title 10
have been repealed or transferred to Title 10A, effective January 1, 2011. (Act 2009-621,
p. 1805, §1.)...
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10A-2A-11.07
Section 10A-2A-11.07 Effect of merger or stock exchange. (a) When a merger becomes effective:
(1) the surviving organization continues or, in the case of a surviving organization created
pursuant to the merger, comes into existence; (2) each constituent organization that merges
into the surviving organization ceases to exist as a separate entity; (3) except as provided
in the plan of merger, all property owned by, and every contract right possessed by, each
constituent organization that ceases to exist vests in the surviving organization without
transfer, reversion, or impairment and the title to any property and contract rights vested
by deed or otherwise in the surviving organization shall not revert, be in any way impaired,
or be deemed to be a transfer by reason of the merger; (4) all debts, obligations, and other
liabilities of each constituent organization, other than the surviving organization, are debts,
obligations, and liabilities of the surviving organization, and neither...
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10A-8A-2.02
Section 10A-8A-2.02 Statement of partnership; statement of not for profit partnership. (a)
A partnership other than a partnership that has an effective statement of not for profit partnership
or an effective statement of limited liability partnership on file with the Secretary of State
may deliver to the Secretary of State for filing a statement of partnership for the purpose
of having its partnership agreement governed by the laws of this state in accordance with
Section 10A-8A-1.06(d) and providing notice of its existence in accordance with Section 10A-8A-1.03(d)(1).
A statement of partnership must contain all of the following: (1) the name of the partnership
which name must comply with Article 5 of Chapter 1; (2) the date that the partnership was
formed pursuant to, or became governed by, the laws of this state; (3) the street and mailing
address of its principal office; (4) the street and mailing address of a registered office
and the name of the registered agent at that office for...
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10A-9-4.02
Section 10A-9-4.02 General partner agent of limited partnership. Repealed by Act 2016-379,
§5, effective January 1, 2017. (Act 2009-621, p. 1805, §1.)...
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10A-9-4.03
Section 10A-9-4.03 Limited partnership liable for general partner's actionable conduct. Repealed
by Act 2016-379, §5, effective January 1, 2017. (Act 2009-621, p. 1805, §1.)...
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10A-9A-4.05
Section 10A-9A-4.05 Actions by and against partnership and partners. (a) To the extent not
inconsistent with Section 10A-9A-4.04, a general partner may be joined in an action against
the limited partnership or named in a separate action. (b) A judgment against a limited partnership
is not by itself a judgment against a general partner. A judgment against a limited partnership
may not be satisfied from a general partner's assets unless there is also a judgment against
the general partner. (c) A judgment creditor of a general partner may not levy execution against
the assets of the general partner to satisfy a judgment based on a claim against the limited
partnership, unless the partner is personally liable for the claim under Section 10A-9A-4.04
and either: (1) a judgment based on the same claim has been obtained against the limited partnership
and a writ of execution on the judgment has been returned unsatisfied in whole or in part;
(2) the limited partnership is a debtor in...
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10A-9A-8.04
Section 10A-9A-8.04 Power of general partner and person dissociated as general partner to bind
partnership after dissolution. (a) A limited partnership is bound by a general partner's act
after dissolution which: (1) is appropriate for winding up the limited partnership's activities
and affairs; or (2) would have bound the limited partnership under Section 10A-9A-4.02 before
dissolution, if, at the time the other party enters into the transaction, the other party
does not have notice of the dissolution. (b) A person dissociated as a general partner binds
a limited partnership through an act occurring after dissolution only if: (1) at the time
the other party enters into the transaction the other party does not have notice of the dissociation
and reasonably believes that the person is a general partner; and (2) the act: (A) is appropriate
for winding up the limited partnership's activities and affairs; or (B) would have bound the
limited partnership under Section 10A-9A-4.02 before...
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8-8-5
Section 8-8-5 Maximum rates of interest - Loans, credit sales, etc., of $2,000 or more to individuals,
corporations, trusts, partnerships, or associations. (a) Any person or persons, corporations,
trust, general partnership or partnerships, limited partnership or partnerships, or association
may agree to pay such rate or rates of interest for the loan or forbearance of money and for
any credit sales as such person, corporation, trust, general partnership, limited partnership,
or association may determine, notwithstanding any law of this state otherwise prescribing
or limiting such rate or rates of interest; provided, that the original principal balance
of the loan or forbearance of money or credit sales is not less than $2,000; provided further,
that all laws relating to unconscionability in consumer transactions including but not limited
to the provisions of Chapter 19 of Title 5, known as the Mini-Code, shall apply to transactions
covered by this section. (b) As to any such loan or...
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10-9C-403
Section 10-9C-403 Limited partnership liable for general partner's actionable conduct. All
provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1,
2011. (Act 2009-621, p. 1805, §1.)...
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