Definitions
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Law
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Mississippi Code
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Corporations, Associations, and Partnerships
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Uniform Partnership Act (1997)
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General Provisions
- Definitions
In this chapter:
- "Business" includes every trade, occupation, and profession.
- "Debtor in bankruptcy" means a person who is the subject of:
- "Distribution" means a transfer of money or other property from a partnership to a partner in the partner's capacity as a partner or to the partner's transferee.
- "Domestic partnership" means a partnership whose internal relations are governed by the laws of this state.
- "Foreign limited liability partnership" means a partnership that:
- "Foreign partnership" means a partnership other than a domestic partnership.
- "Limited liability partnership" or "domestic limited liability partnership" means a partnership that has filed a statement of qualification under Section 79-13-1001 and does not have a similar statement in effect in any other jurisdiction.
- "Partnership" means an association of two (2) or more persons to carry on as co-owners a business for profit formed under Section 79-13-202, predecessor law, or comparable law of another jurisdiction.
- "Partnership agreement" means the agreement, whether written, oral, or implied, among the partners concerning the partnership, including amendments to the partnership agreement.
- "Partnership at will" means a partnership in which the partners have not agreed to remain partners until the expiration of a definite term or the completion of a particular undertaking.
- "Partnership interest" or "partner's interest in the partnership" means all of a partner's interests in the partnership, including the partner's transferable interest and all management and other rights.
- "Person" means an individual, corporation, business trust, estate, trust, partnership, association, joint venture, government, governmental subdivision, agency, or instrumentality, or any other legal or commercial entity.
- "Property" means all property, real, personal, or mixed, tangible or intangible, or any interest therein.
- "State" means a state of the United States, the District of Columbia, the Commonwealth of Puerto Rico, or any territory or insular possession subject to the jurisdiction of the United States.
- "Statement" means a statement of partnership authority under Section 79-13-303, a statement of denial under Section 79-13-304, a statement of dissociation under Section 79-13-704, a statement of dissolution under Section 79-13-805, a statement of merger under Section 79-13-907, a statement of qualification under Section 79-13-1001, a statement of foreign qualification under Section 79-13-1102, or an amendment or cancellation of any of the foregoing.
- "Surviving partnership" means a domestic or foreign partnership into which one or more domestic or foreign partnerships are merged. A surviving partnership may preexist the merger or be created by the merger.
- "Transfer" includes an assignment, conveyance, lease, mortgage, deed, and encumbrance.
An order for relief under Title 11 of the United States Code or a comparable order under a successor statute of general application; or
A comparable order under federal, state, or foreign law governing insolvency.
Is formed under laws other than the laws of this state; and
Has the status of a limited liability partnership under those laws.
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