PocketLaw | Oregon Revised Statutes | Limited Partnerships

Limited Partnerships

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Definitions.

Name of limited partnership; registration of assumed business name; application of other law.

Reservation of limited partnership name.

Office in state.

Registered agent; registered office; changing agent.

Change of address and resignation procedures for registered agent.

Scope of agency of registered agent.

When Secretary of State to serve as agent; service on Secretary of State; when default may be entered.

Effect of ORS 70.020 to 70.040.

Records required in office in state; inspection.

Authority of limited partnership.

Authority of partner to do business with limited partnership.

Filing, service, copying and certification fees.

Forms; rules.

Filing duty of Secretary of State.

Formation of limited partnership; certificate of limited partnership; rules.

Amendment of certificate.

Cancellation of certificate.

Execution of certificate.

Remedy for failure to execute certificate.

Filing with Office of Secretary of State.

Remedy for false statements in certificate.

Filing as notice of limited partnership.

Duty of general partners to deliver copy of certificate to each limited partner.

Date person becomes limited partner; admission of additional limited partner.

Voting rights.

Liability of limited partner.

Liability of person who erroneously believes person is limited partner.

Powers of limited partner.

Admission of additional general partners.

When person ceases to be general partner.

Rights, restrictions and liabilities of general partner.

Rights and powers of general partner as general and limited partner.

Voting rights.

Form of contribution.

Obligation of partner.

Allocation of profits and losses.

Allocation of distributions of assets.

Entitlement to distributions.

Withdrawal of partner.

Entitlements of withdrawing partner.

Rights of partner regarding distribution; remedies.

Limit on distribution.

Liability of partner who receives return of contribution.

Partnership as personal property.

Assignability of partnership interest.

Rights of judgment creditor of partner.

Assignee of partnership interest as limited partner.

Death, incompetency, dissolution or termination of partner.

When dissolution occurs.

Judgment of dissolution.

Who may wind up partnership affairs.

Distribution of assets.

Law applicable to foreign limited partnership.

Registration of foreign limited partnership; rules.

[1985 c.677 §51; 1987 c.543 §29; repealed by 1993 c.190 §24]

Name requirements.

Correction of application.

Cancellation of registration.

Registration prerequisite to suing in state; effect on contracts, liability; agent.

Attorney General’s enforcement.

Action by limited partner upon refusal of general partner.

Status of plaintiff.

Content of complaint.

Remittance of proceeds received by plaintiff; attorney fees.

Grounds for administrative action to inactivate certificate or registration of limited partnership.

Notice of administrative inactivation; effect of inactivation on authority of registered agent.

Reinstatement following administrative inactivation.

Section 70.450

Section 70.455

Section 70.460

Section 70.465

Section 70.470

Section 70.490

Definitions for ORS 70.500 to 70.540.

Conversion.

Action on plan of conversion.

Articles and plan of conversion.

Effect of conversion; assumed business name.

Merger.

Action on plan of merger.

Articles and plan of merger.

Effect of merger.

Construction to promote uniformity.

Application to partnerships existing prior to July 1, 1986.

Annual report; updates; rules.

Application of ORS chapter 67.

Correction of documents; effective date of correction.

Short title.

Penalty for signing false document.