The Rhode-Island Republican. [volume] (Newport, R.I.) 1809-1841, 1837-02-15

CIeTk OF tnc Town OF city, III WHiS" tpN P''hN.-
pal placs of business of tho partnership ~ STU
ated, auJ recorded by such clerk in a book TO
be kept for that purpose, open TO public IN
spection. Ifthe partnership shall have places
Of Business stu atcd in different towns or cities
a copy ofthe certificate, certified by the clerk
in whose office il shall be recorded, shall be
filed ahd recorded in like manner in the office
of the clerk Of every such town or city. And
if any false statement be made in any such Ger.
tiicatc, all the persons interested in tho part.
ncrship shall be liable as general partners, Cor
all the engagements thereof
Sec. 5. The partners shall publish copy Of
the certificate for six success i've weeks, immc-
diatey after the registry thereof, in at least
two newspapers printed within the State, and
in ease such publication be not made; the part.
ncrship shall be deemed general.
Sec. 6. Upon any renewal or continuation
of a limited partnership, beyond the time ori.
ginalIy fixed for its duration,a "a certificate there
ofshall be made, acknowledged filed, recorded,
and published in the like manner as is herein
provided for its original formation T; otherwise
the renewal or continued partnership, shall be
deomcda general partnership.
Sec I. The business of the partnership
shall be conducted under firm in which the
names of the general partners only shall be in
serted without the addition of the whole COM
pany, or any other general term, and the &C.
HcTli partners OHly Shall lIdUSdcl tnc Dublncss ,
and ifthe name of any special partner shall be
used in the firm with his consent or privity, or
il he shall make any contr 4ct respecting the
concerns ofthc partnership, with any person
except the general partners, he shall be deemed
and treated as general partner.
Sec, g. During the continuance Of any part
ncrship under the provisions of this act no
part of the capitalstock thereof shall be with
drawn, nsr any division of the interests or
profits be made, so as to reduce such capital
stock below the sum stated in the certificarc
before mentioned; and if at any time during
the continuance, or at the termination Of the
partnership, tho property or assets shall not be
sufficient to pay the partnership debts then the
special partners shall sevorally be held respon-
sible for all sums by them in any way received,
withdrawn or divided, with interest thereon
from the time whor they were Withdrawn res
rectively.
Soc. 0. No general assignment by any limit.
cd partnc Ishir, m case of insolvency, or where
the goods and estate Of the partnership are in.
sufficient for the payment of all the debt:
thereof shall be valid, unless it shall provide
for distribution of the partnership property
among all the creditors in proportion to tho
amount of their several legal claims s,exceptinl
the claims oftho government of the U. States
arising Fl ON bonds for duties, which are frs
TO be paid or secured.
Sec. 10. In case of thJ Insolvency Of an,
limited partnership, no special partner shall
under any circumstances, bo allowed to CLAIM
as q creditor, until the legal claims all othe
creditors of the partnership shall be satisfied
Sec. H. Al suits respecting the business o
such partnership, shall be prosecuted by an
against general partners only except IN thos
cases in which provision IL herein made, tina
the special partners shall be d5eIned genera
n,rtners and that anpctnl ncrshina shall b
deemed general partnerships in which case
all the partners deemed general partners ma
Join or bc joined in such suits; and exceptin
also those cases where special partners shall
held severally responsible. on account OF an
sums by them received or withdrawn from tn
common stock Us before provided
Sec. IL No dissolution of limited par
nership shall take place. except by operatio
Il of law. before the time specified in the certli
oato before mentioned, unless notice of sue
dissolution shall be recorded in tho clerks ofiiC
where the original certificate, or the certifca
of renewal or continuation of the partnersh
was recorded, and in every other clerks ofiiC
where copy of such certificate was recorded
and unless such notice shall also bo publshc
for six successive weeks IN at least two new
papers printed within this State.
Sec. l3. In all cases not otherwise provid,
for herein. the members of limited partnersh
shall be subject to all the liabilities. and entltl
to all the rights fgeneral partners.
Sec. Ia. The Justices of tho Supreme Ju,
eal Court may hear and determine in equit
all questions arising under the provisions
this act and also all questions which IN
arise between tho general partners in all cas-
whatever.
True copy,-witness,
HENRY BOWEN, Sec'ry.