2010 Tennessee Code
Title 61 - Partnerships
Chapter 2 - Revised Uniform Limited Partnership Act
Part 9 - Foreign Limited Partnerships
61-2-907 - Doing business without registration Penalty.

61-2-907. Doing business without registration Penalty.

(a)  A foreign limited partnership doing business in the state of Tennessee may not maintain any action, suit or proceeding in the state of Tennessee until it has registered in the state of Tennessee and has paid to the state of Tennessee all fees for the years or parts thereof during which it did business in the state of Tennessee without having registered.

(b)  The failure of a foreign limited partnership to register in the state of Tennessee does not impair:

     (1)  The validity of any contract or act of the foreign limited partnership;

     (2)  The right of any other party to the contract to maintain any action, suit or proceeding on the contract; or

     (3)  The foreign limited partnership from defending any action, suit or proceeding in any court of the state of Tennessee.

(c)  A limited partner of a foreign limited partnership is not liable as a general partner of the foreign limited partnership solely by reason of the limited partnership having done business in the state of Tennessee without registration.

(d)  Any foreign limited partnership doing business in the state of Tennessee without first having registered shall be fined and shall pay to the secretary of state two hundred dollars ($200) for each year or part thereof during which the foreign limited partnership failed to register in the state of Tennessee.

[Acts 1988, ch. 922, § 1.]