2006 Nebraska Revised Statutes - § 67-346 — Partnerships; exercise of powers; legislative intent; foreign limited liability partnership; liability.

Section 67-346
Partnerships; exercise of powers; legislative intent; foreign limited liability partnership; liability.

(1) A partnership, including a registered limited liability partnership, formed and existing under the Uniform Partnership Act may conduct its business, carry on its operations, and have and exercise the powers granted by the act in any state, territory, district, or possession of the United States or in any foreign country.

(2) It is the intent of the Legislature that the legal existence of registered limited liability partnerships formed and existing under the act be recognized outside the boundaries of this state and that the laws of this state governing the registered limited liability partnerships transacting business outside this state be granted the protection of full faith and credit under the Constitution of the United States.

(3) It is the policy of this state that the internal affairs of a partnership, including registered limited liability partnerships, formed and existing under the act, including the liability of partners for debts, obligations, and liabilities of or chargeable to the partnership or another partner or partners, be subject to and governed by the laws of this state.

(4) It is the policy of this state that the internal affairs of a foreign limited liability partnership, including the liability of partners for the debts, obligations, and liabilities of or chargeable to the foreign limited liability partnership or another partner or partners, be subject to and governed by the laws of the jurisdiction under which the foreign limited liability partnership is formed and registered.

(5) Notwithstanding subsection (4) of this section, the failure of a foreign limited liability partnership to file an application for registration or to appoint and maintain a registered agent in this state shall not affect the liability of the partners or impair the validity of any contract or act of the foreign limited liability partnership and shall not prevent the foreign limited liability partnership from defending any action or proceeding in any court of this state, but the foreign limited liability partnership shall not maintain any action or proceeding in any court of this state until it has filed an application for registration. A foreign limited liability partnership, by transacting business in this state without filing an application for registration, appoints the Secretary of State as its agent for service of process with respect to causes of action arising out of the transaction of business in this state.

Source:

Laws 1996, LB 681, § 214

Termination date January 1, 2001

~Reissue Revised Statutes of Nebraska