There is a newer version of the Arizona Revised Statutes
2010 Arizona Revised Statutes
Title 29 - Partnership
| Chapter 1 | GENERAL PROVISIONS |
| Article 1 | Names of Trading Firms |
| 29-101 | Effect of name of trading firm upon liability of firm property for personal debts |
| 29-102 | Certificate of name required for certain firms |
| 29-103 | Partnerships not required to record certificate |
| 29-104 | Service of summons in actions against partners; judgment |
| Chapter 3 | LIMITED PARTNERSHIPS |
| Article 1 | General Provisions |
| 29-301 | Definitions |
| 29-302 | Name |
| 29-303 | Reservation of name |
| 29-304 | Specified office and agent |
| 29-305 | Records to be kept |
| 29-306 | Nature of business |
| 29-307 | Business transactions of partner with partnership |
| Article 2 | Formation: Certificate of Limited Partnership |
| 29-308 | Certificate of limited partnership |
| 29-309 | Amendment to certificate; restatement |
| 29-310 | Cancellation of certificate |
| 29-311 | Execution of certificates |
| 29-312 | Execution by judicial act |
| 29-313 | Filing in office of secretary of state; acceptance |
| 29-314 | Liability for false statement in certificate |
| 29-315 | Scope of notice |
| 29-316 | Delivery of certificates to limited partners |
| Article 3 | Limited Partners |
| 29-317 | Admission of limited partners |
| 29-318 | Voting |
| 29-319 | Liability to third parties |
| 29-320 | Person erroneously believing himself limited partner |
| 29-321 | Information |
| Article 4 | General Partners |
| 29-322 | Admission of additional general partners |
| 29-323 | Events of withdrawal |
| 29-324 | General powers and liabilities |
| 29-325 | Contributions by general partner |
| 29-326 | Voting |
| Article 5 | Finance |
| 29-327 | Form of contribution |
| 29-328 | Liability for contribution |
| 29-329 | Sharing of profits and losses |
| 29-330 | Sharing of distributions |
| Article 6 | Distributions and Withdrawal |
| 29-331 | Interim distributions |
| 29-332 | Withdrawal of general partner |
| 29-333 | Withdrawal of limited partner |
| 29-334 | Distribution on withdrawal |
| 29-335 | Distribution in kind |
| 29-336 | Right to distribution |
| 29-337 | Limitations on distribution; treatment as income |
| 29-338 | Liability on return of contribution |
| Article 7 | Assignment of Partnership Interests |
| 29-339 | Nature of partnership interest |
| 29-340 | Assignment of partnership interest |
| 29-341 | Rights of judgment creditor |
| 29-342 | Right of assignee to become limited partner |
| 29-343 | Power of estate of deceased or incompetent partner |
| Article 8 | Dissolution |
| 29-344 | Nonjudicial dissolution |
| 29-345 | Judicial dissolution |
| 29-346 | Winding up |
| 29-347 | Distribution of assets |
| Article 9 | Foreign Limited Partnerships |
| 29-348 | Law governing |
| 29-349 | Registration |
| 29-350 | Issuance of registration |
| 29-351 | Name |
| 29-352 | Changes and amendments |
| 29-353 | Cancellation of registration |
| 29-354 | Transaction of business without registration |
| 29-355 | Action by attorney general |
| Article 10 | Derivative Actions |
| 29-356 | Right of action |
| 29-357 | Proper plaintiff |
| 29-358 | Pleading |
| 29-359 | Expenses |
| Article 11 | Miscellaneous |
| 29-360 | Construction and application |
| 29-361 | Short title |
| 29-362 | Severability |
| 29-363 | Rules for cases not provided for in this chapter |
| 29-364 | Application to existing limited partnership; definition |
| 29-365 | Effect of enactment on accrued rights |
| 29-366 | Fees |
| Article 12 | Limited Partnership as Limited Liability Partnership |
| 29-367 | Limited partnership as limited liability partnership |
| Article 13 | Conversions and Mergers |
| 29-368 | Definitions |
| 29-369 | Conversion of general partnership to limited partnership |
| 29-370 | Conversion of limited partnership to general partnership |
| 29-371 | Effect of conversion; entity unchanged |
| 29-372 | Merger of partnerships |
| 29-373 | Effect of merger |
| 29-374 | Statement of merger |
| 29-375 | Nonexclusive |
| 29-376 | Delivery by means of facsimile transmission |
| Chapter 4 | ARIZONA LIMITED LIABILITY COMPANY ACT |
| Article 1 | General Provisions |
| 29-601 | Definitions |
| 29-602 | Limited liability company name |
| 29-603 | Reservation of name |
| 29-604 | Known place of business and statutory agent to be maintained |
| 29-605 | Change of known place of business, statutory agent or statutory agent's street address |
| 29-605.01 | Change of address of a member or manager |
| 29-606 | Service of process on limited liability company |
| 29-607 | Records to be kept; inspection rights of members |
| 29-608 | Business transactions of member or manager with limited liability company |
| 29-609 | Purpose; insurance business |
| 29-610 | General powers of a domestic limited liability company |
| 29-611 | Powers of commission |
| 29-612 | Interrogatories by the commission; information disclosed by interrogatories |
| 29-613 | Interrogatory or signature violations; limited liability company records; classification |
| 29-614 | Certificate of good standing |
| 29-615 | Certificate of good standing; license and registration renewal |
| Article 2 | Formation and Articles of Organization |
| 29-631 | Formation; parents and subsidiaries |
| 29-632 | Articles of organization |
| 29-633 | Amendment of articles of organization; restatement; publication |
| 29-634 | Filing with the commission |
| 29-635 | Formation of limited liability company |
| 29-636 | Notice of existence of limited liability company |
| 29-637 | Document corrections |
| Article 3 | Relationship of Limited Liability Company and Members to Third Persons |
| 29-651 | Liability to third parties |
| 29-652 | Unauthorized assumption of power |
| 29-653 | Limited liability company property |
| 29-654 | Member or manager as agent |
| 29-655 | Rights of judgment creditors of a member |
| 29-656 | Parties to actions |
| 29-657 | Liability for false statement in articles; definition |
| Article 4 | Member Relationships |
| 29-681 | Management of limited liability company |
| 29-682 | Operating agreement |
| 29-683 | Action by written consent |
| Article 5 | Contributions and Distributions |
| 29-701 | Capital contributions |
| 29-702 | Liability for contributions |
| 29-703 | Interim distributions |
| 29-704 | Distribution in kind |
| 29-705 | Status as a creditor |
| 29-706 | Limitation on distributions; wrongful distribution; treatment as income |
| 29-707 | Distributions on withdrawal |
| 29-708 | Distribution on winding up |
| 29-709 | Sharing of profits and losses |
| Article 6 | Members |
| 29-731 | Admission of members |
| 29-732 | Interest in limited liability company; transferability of interest; rights of assignees |
| 29-733 | Events of withdrawal |
| 29-734 | Withdrawal of member |
| Article 7 | Merger or Consolidation |
| 29-751 | Definition of business entity |
| 29-752 | Procedure for merger or consolidation; exchange |
| 29-753 | Plan of merger or consolidation |
| 29-754 | Articles of merger or consolidation |
| 29-755 | Abandonment of merger or consolidation |
| 29-756 | Effective date of merger or consolidation |
| 29-757 | Effects of merger or consolidation |
| Article 8 | Dissolution |
| 29-781 | Dissolution |
| 29-781.01 | Rights of assignee |
| 29-782 | Effect of dissolution |
| 29-783 | Articles of termination |
| 29-784 | Effect of signing articles of termination |
| 29-785 | Involuntary judicial dissolution |
| 29-786 | Administrative dissolution |
| Article 9 | Foreign Limited Liability Companies |
| 29-801 | Law governing foreign limited liability companies |
| 29-802 | Certificate of registration; application |
| 29-803 | Registration of foreign limited liability company; certificate of registration |
| 29-804 | Fictitious name of foreign limited liability company |
| 29-805 | Amendment or restatement to foreign limited liability companies |
| 29-806 | Requirement for statutory agent of foreign limited liability company |
| 29-807 | Revocation of certificate of registration of foreign limited liability company |
| 29-808 | Cancellation of registration of foreign limited liability company |
| 29-809 | Transaction of business without registration |
| 29-810 | Action by attorney general |
| 29-811 | Service of process on a foreign limited liability company |
| 29-812 | Effect of executing application or certificate |
| Article 10 | Derivative Actions |
| 29-831 | Right of member to bring derivative action |
| 29-832 | Pleading |
| 29-833 | Expenses |
| Article 11 | Professional Limited Liability Companies |
| 29-841 | Definitions |
| 29-841.01 | Professional limited liability company formation |
| 29-842 | Exclusions from article |
| 29-843 | Application of general limited liability company law |
| 29-844 | Special restrictions |
| 29-845 | Name |
| 29-846 | Professional relationship and responsibility |
| 29-847 | Disciplinary powers of regulating boards; transfer of shares |
| Article 12 | Miscellaneous |
| 29-851 | Filing, service and copying fees; expedited filing and services; same day and next day services; posted wait times; advance monies; definition |
| 29-852 | Execution by judicial act |
| 29-853 | Applicability of provisions to foreign and interstate commerce |
| 29-854 | Rules of construction |
| 29-855 | Delivery by means of fax or electronic transmission |
| 29-856 | Rules of law and equity |
| 29-857 | Taxation |
| Chapter 5 | REVISED UNIFORM PARTNERSHIP ACT |
| Article 1 | General Provisions |
| 29-1001 | Definitions |
| 29-1002 | Knowledge and notice |
| 29-1003 | Effect of partnership agreement; nonwaivable provisions |
| 29-1004 | Supplemental principles of law |
| 29-1005 | Execution, filing and recording of statements |
| 29-1006 | Law governing internal relations |
| 29-1007 | Partnership subject to amendment or repeal |
| Article 2 | Nature of Partnership |
| 29-1011 | Partnership as entity |
| 29-1012 | Formation of partnership |
| 29-1013 | Partnership property |
| 29-1014 | When property is partnership property |
| Article 3 | Relations of Partners to Persons Dealing with Partnership |
| 29-1021 | Partner agent of partnership |
| 29-1022 | Transfer of partnership property |
| 29-1023 | Statement of partnership authority |
| 29-1024 | Statement of denial |
| 29-1025 | Partnership liable for partner's actionable conduct |
| 29-1026 | Partner's liability |
| 29-1027 | Actions by and against partnership and partners |
| 29-1028 | Liability of purported partner |
| Article 4 | Relations of Partners to Each Other and to Partnership |
| 29-1031 | Partner's rights and duties |
| 29-1032 | Distributions in kind |
| 29-1033 | Partner's rights and duties with respect to information |
| 29-1034 | General standards of partner's conduct |
| 29-1035 | Actions by partnership and partners |
| 29-1036 | Continuation of partnership beyond definite term or particular undertaking |
| Article 5 | Transferees and Creditors of Partner |
| 29-1041 | Partner not co‑owner of partnership property |
| 29-1042 | Partner's transferable interest in partnership |
| 29-1043 | Transfer of partner's transferable interest |
| 29-1044 | Partner's transferable interest subject to charging order |
| Article 6 | Partner's Dissociation |
| 29-1051 | Events causing partner's dissociation |
| 29-1052 | Partner's power to dissociate; wrongful dissociation |
| 29-1053 | Effect of partner's dissociation |
| Article 7 | Partner's Dissociation When Business Not Wound Up |
| 29-1061 | Purchase of dissociated partner's interest |
| 29-1062 | Dissociated partner's power to bind and liability to partnership |
| 29-1063 | Dissociated partner's liability to other persons |
| 29-1064 | Statement of dissociation |
| 29-1065 | Continued use of partnership name |
| Article 8 | Winding Up Partnership Business |
| 29-1071 | Events causing dissolution and winding up of partnership business |
| 29-1072 | Partnership continues after dissolution |
| 29-1073 | Right to wind up partnership business |
| 29-1074 | Partner's power to bind partnership after dissolution |
| 29-1075 | Statement of dissolution |
| 29-1076 | Partner's liability to other partners after dissolution |
| 29-1077 | Settlement of accounts and contributions among partners |
| Article 9 | Conversions and Mergers |
| 29-1082 | Conversion of partnership to limited partnership |
| 29-1083 | Conversion of limited partnership to partnership |
| 29-1084 | Effect of conversion; entity unchanged |
| 29-1085 | Merger of partnerships |
| 29-1086 | Effect of merger |
| 29-1087 | Statement of merger |
| 29-1088 | Nonexclusive |
| Article 10 | Limited Liability Partnerships |
| 29-1101 | Statement of qualification |
| 29-1102 | Name |
| 29-1103 | Publication and annual reports; late filing penalty |
| 29-1104 | Designated office and agent for service of process |
| 29-1105 | Law governing foreign limited liability partnerships |
| 29-1106 | Statement of foreign qualification |
| 29-1107 | Effect of failure to qualify |
| 29-1108 | Activities not constituting transacting business |
| 29-1109 | Action by attorney general |
| Article 11 | Miscellaneous Provisions |
| 29-1110 | Uniformity of application and construction |
| 29-1111 | Effect of enactment on accrued rights |
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