There is a newer version of the Code of Virginia
2016 Code of Virginia
Title 50 - Partnerships
Chapter 2.1 - Virginia Revised Uniform Limited Partnership Act
Article 1. General Provisions
- § 50-73.1. Definitions
- § 50-73.2. Name
- § 50-73.3. Reserved name
- § 50-73.4. Principal office, registered office, and registered agent
- § 50-73.5. Change of registered office or registered agent
- § 50-73.6. Resignation of registered agent
- § 50-73.7. Service on limited partnership
- § 50-73.8. Records to be kept
- § 50-73.9. Nature of business
- § 50-73.10. Business transactions of partner with partnership
- § 50-73.10:1. Unlawful to transact or offer to transact business as a limited partnership unless authorized; penalty
Article 2. Formation: Certificate of Limited Partnership
- § 50-73.11. Certificate of limited partnership
- § 50-73.11:1. Repealed
- § 50-73.11:2. Repealed
- § 50-73.11:3. Conversion of general partnership to limited partnership
- § 50-73.11:4. Effect of conversion; entity unchanged
- § 50-73.12. Amendment of certificate
- § 50-73.13. Repealed
- § 50-73.14. Repealed
- § 50-73.15. Execution of documents; penalty
- § 50-73.16. Execution by judicial act
- § 50-73.17. Filing; fees; effective time and date
- § 50-73.18. Liability for false statement in certificate
- § 50-73.19. Scope of notice
- § 50-73.20. Delivery of certificates to limited partners
- § 50-73.21. Assumed or fictitious names
Article 3. Limited Partners
- § 50-73.22. Repealed
- § 50-73.22:1. Admission of limited partners
- § 50-73.23. Voting
- § 50-73.24. Liability to third parties
- § 50-73.25. Person erroneously believing himself limited partner
- § 50-73.26. Information
Article 4. General Partners
- § 50-73.27. Admission of additional general partners
- § 50-73.28. Events of withdrawal
- § 50-73.29. General powers and liabilities
- § 50-73.30. Contributions by general partner
- § 50-73.31. Voting
Article 5. Finance
- § 50-73.32. Form of contribution
- § 50-73.33. Liability for contribution
- § 50-73.34. Sharing of profits and losses
- § 50-73.35. Sharing of distributions
Article 6. Distributions and Withdrawal
- § 50-73.36. Interim distributions
- § 50-73.37. Withdrawal of general partner
- § 50-73.38. Withdrawal of limited partner
- § 50-73.39. Repealed
- § 50-73.39:1. No right to distribution upon withdrawal
- § 50-73.40. Distribution in kind
- § 50-73.41. Right to distribution
- § 50-73.42. Limitations on distribution
- § 50-73.43. Liability upon return of contribution
Article 7. Assignment of Partnership Interests
- § 50-73.44. Nature of partnership interest
- § 50-73.45. Assignment of partnership interest
- § 50-73.46. Repealed
- § 50-73.46:1. Partner's transferable interest subject to charging order
- § 50-73.47. Right of assignee to become limited partner
- § 50-73.48. Power of estate of deceased or incapacitated partner
Article 7.1. Merger
- § 50-73.48:1. Merger
- § 50-73.48:2. Approval of merger by domestic limited partnership
- § 50-73.48:3. Articles of merger
- § 50-73.48:4. Effect of merger
Article 8. Dissolution
- § 50-73.49. Dissolution generally
- § 50-73.50. Judicial dissolution
- § 50-73.51. Winding up
- § 50-73.52. Distribution of assets
- § 50-73.52:1. Known claims against dissolved limited partnership
- § 50-73.52:2. Other claims against dissolved limited partnership
- § 50-73.52:3. Court proceedings
- § 50-73.52:4. Certificate of cancellation
- § 50-73.52:5. Automatic cancellation of limited partnership existence
- § 50-73.52:6. Involuntary cancellation of limited partnership existence
- § 50-73.52:7. Reinstatement of a limited partnership that has ceased to exist
Article 9. Foreign Limited Partnerships
- § 50-73.53. Authority to transact business required; governing law
- § 50-73.54. Application for certificate of registration
- § 50-73.55. Repealed
- § 50-73.56. Name
- § 50-73.57. Amendments; amended applications for registration
- § 50-73.57:1. Liability for false statement in application
- § 50-73.57:2. Merger of foreign limited partnership registered to transact business in Commonwealth
- § 50-73.57:3. Entity conversion of foreign limited partnership registered to transact business in Commonwealth
- § 50-73.58. Voluntary cancellation of certificate of registration
- § 50-73.58:1. Automatic cancellation of certificate of registration
- § 50-73.58:2. Involuntary cancellation of certificate of registration
- § 50-73.58:3. Reinstatement of a certificate of registration that has been canceled
- § 50-73.59. Transaction of business without registration
- § 50-73.60. Action by Attorney General
- § 50-73.61. Transactions not constituting transacting business
Article 10. Derivative Actions
Article 11. Annual Registration Fees
- § 50-73.66. Annual registration fees to be assessed and collected by Commission; application of payment
- § 50-73.67. Annual registration fees to be paid by domestic and foreign limited partnerships
- § 50-73.68. Repealed
- § 50-73.69. Penalty for failure to timely pay annual registration fee
- § 50-73.70. Payment of fees, fines, penalties, and interest prerequisite to Commission action; refunds
- § 50-73.71. Collection by suit and of unpaid bills
Article 12. Miscellaneous
- § 50-73.72. Construction and application
- § 50-73.73. Short title
- § 50-73.74. Repealed
- § 50-73.75. Rules for cases not provided for in this chapter
- § 50-73.76. Application to existing limited partnership
- § 50-73.76:1. Property title records
- § 50-73.77. Transition and savings provisions
- § 50-73.78. Limited partnership as registered limited liability partnership
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