reglab/housing_qa huggingface dataset:
MI Comp L § 449.1104 (2021)
2021 Michigan Compiled Laws|Chapter 449 - Partnerships|Act 213 of 1982 - Michigan Revised Uniform Limited Partnership Act (449.1101 - 449.2108)|Article 1 - (449.1101...449.1109)|Section 449.1104 - Transacting Business Under Assumed Name; Certificate.

449.1104 Transacting business under assumed name; certificate. Sec. 104.  (a) A domestic limited partnership may transact its business under any assumed name or names other than its name as set forth in its certificate of limited partnership and a foreign limited partnership may transact its business under any assumed name or names other than the name under which it has registered in this state if not precluded from use by section 102(2), (3), (4), or (5), and the same name may be assumed by 2 or more domestic or foreign limited partnerships participating together in any partnership or joint venture by filing with the administrator a certificate stating the name as set forth in the certificate of limited partnership, in the case of a domestic limited partnership, or under which it has registered in this state, in the case of a foreign limited partnership, and the assumed name under which the business is to be transacted. Such certificate shall be effective for a period expiring on December 31 of the fifth full calendar year following the year in which it was filed, unless sooner terminated by the filing with the administrator of a certificate of termination of assumed name or by the dissolution and the commencement of winding up of a domestic or foreign limited partnership or the filing with the administrator of a certificate of cancellation of registration of a foreign limited partnership. It may be extended for additional consecutive periods of 5 full calendar years each by the filing with the administrator of similar certificates not earlier than 90 days preceding the expiration of any such period. The administrator shall notify the limited partnership of the impending expiration of the certificate of assumed name no later than 90 days before the initial or subsequent 5-year period will expire. This section does not create substantive rights to the use of a particular assumed name.  (b) Each certificate filed pursuant to section 104(a) shall be executed by at least 1 general partner. History: 1982, Act 213, Eff. Jan. 1, 1983
MI Comp L § 449.1105 (2021)
2021 Michigan Compiled Laws|Chapter 449 - Partnerships|Act 213 of 1982 - Michigan Revised Uniform Limited Partnership Act (449.1101 - 449.2108)|Article 1 - (449.1101...449.1109)|Section 449.1105 - Maintenance of Office and Agent for Service of Process; Resignation of Agent; Appointment of Successor.

449.1105 Maintenance of office and agent for service of process; resignation of agent; appointment of successor. Sec. 105.  (a) Each limited partnership shall continuously maintain in this state both of the following:  (1) An office, which may be but need not be a place of its business in this state, at which shall be kept the records required by section 106 to be maintained.  (2) An agent for service of process on the limited partnership, which agent must be an individual resident of this state, a domestic corporation, or a foreign corporation authorized to do business in this state.  (b) An agent for service of process on a domestic or foreign limited partnership may resign by filing a written notice thereof with a general partner of such domestic or foreign limited partnership and with the administrator. The general partners shall promptly appoint a successor agent and shall promptly cause the certificate of limited partnership to be amended, in the case of a domestic limited partnership, or a certificate pursuant to section 905 to be filed, in the case of a foreign limited partnership, to reflect such appointment. The appointment of the resigning agent terminates upon the (i) appointment of a successor and the filing of a certificate of amendment or restated certificate of limited partnership, in the case of a domestic limited partnership, or a certificate pursuant to section 905, in the case of a foreign limited partnership, reflecting such appointment, or (ii) expiration of 30 days after receipt of the notice by the administrator, whichever first occurs. History: 1982, Act 213, Eff. Jan. 1, 1983
MI Comp L § 449.1106 (2021)
2021 Michigan Compiled Laws|Chapter 449 - Partnerships|Act 213 of 1982 - Michigan Revised Uniform Limited Partnership Act (449.1101 - 449.2108)|Article 1 - (449.1101...449.1109)|Section 449.1106 - Records Required to Be Kept at Office; Inspection and Copying by Partner or Representative.

449.1106 Records required to be kept at office; inspection and copying by partner or representative. Sec. 106.  Each limited partnership shall keep at the office referred to in section 105(a)(1) all of the following: (1) a current list of the full name and last known business or residence address of each partner, specifying separately the general partners and limited partners and set forth in alphabetical order within each category; (2) a copy of the certificate of limited partnership and all certificates of amendment to that certificate, restated certificates of limited partnership and certificates filed pursuant to section 104(a), together with executed copies of any powers of attorney pursuant to which any certificate has been executed; (3) copies of the limited partnership's federal, state, and local income tax returns and reports, if any, for the 3 most recent years; and (4) copies of any then effective written partnership agreements and of any financial statements of the limited partnership for the 3 most recent years. Records required to be kept by this section are subject to inspection and copying by any partner or his or her designated representative during ordinary business hours, at the reasonable request and at the expense of such partner. History: 1982, Act 213, Eff. Jan. 1, 1983
MI Comp L § 449.1107 (2021)
2021 Michigan Compiled Laws|Chapter 449 - Partnerships|Act 213 of 1982 - Michigan Revised Uniform Limited Partnership Act (449.1101 - 449.2108)|Article 1 - (449.1101...449.1109)|Section 449.1107 - Business Which May Be Carried On.

449.1107 Business which may be carried on. Sec. 107.  A limited partnership may carry on any business that a partnership without limited partners may carry on except as otherwise provided by law. History: 1982, Act 213, Eff. Jan. 1, 1983
MI Comp L § 449.1108 (2021)
2021 Michigan Compiled Laws|Chapter 449 - Partnerships|Act 213 of 1982 - Michigan Revised Uniform Limited Partnership Act (449.1101 - 449.2108)|Article 1 - (449.1101...449.1109)|Section 449.1108 - Loans by Partner and Other Transactions With Limited Partnership; Rights and Obligations.

449.1108 Loans by partner and other transactions with limited partnership; rights and obligations. Sec. 108.  Except as provided in the partnership agreement, a partner may lend money to and transact other business with the limited partnership and, subject to other applicable law, has the same rights and obligations with respect to the limited partnership as a person who is not a partner. History: 1982, Act 213, Eff. Jan. 1, 1983
MI Comp L § 449.1109 (2021)
2021 Michigan Compiled Laws|Chapter 449 - Partnerships|Act 213 of 1982 - Michigan Revised Uniform Limited Partnership Act (449.1101 - 449.2108)|Article 1 - (449.1101...449.1109)|Section 449.1109 - Agreement to Pay Interest in Excess of Legal Rate; Defense of Usury Prohibited.

449.1109 Agreement to pay interest in excess of legal rate; defense of usury prohibited. Sec. 109.  A domestic or foreign limited partnership, whether or not formed at the request of a lender, may by agreement in writing, and not otherwise, agree to pay a rate of interest in excess of the legal rate, and in such case the defense of usury is prohibited. This section shall not be construed as allowing a domestic or foreign limited partnership to pay a rate of interest in excess of the rate set forth in Act No. 259 of the Public Acts of 1968, being sections 438.41 and 438.42 of the Michigan Compiled Laws. History: 1982, Act 213, Eff. Jan. 1, 1983
MI Comp L § 449.1201 (2021)
2021 Michigan Compiled Laws|Chapter 449 - Partnerships|Act 213 of 1982 - Michigan Revised Uniform Limited Partnership Act (449.1101 - 449.2108)|Article 2 - (449.1201...449.1210)|Section 449.1201 - Formation; Certificate of Limited Partnership; Contents; Date of Formation.

449.1201 Formation; certificate of limited partnership; contents; date of formation. Sec. 201.  (a) In order to form a limited partnership 2 or more persons shall execute a certificate of limited partnership. The certificate shall be filed in the office of the administrator and set forth all of the following:  (1) The name of the limited partnership.  (2) The general character of its business.  (3) The address of the office and the name and address of the agent for service of process required to be maintained by section 105(a).  (4) The name and the business or residence address of each partner, specifying separately the general partners and limited partners.  (5) The amount of cash and a description and statement of the agreed value of the other property or services contributed by each limited partner and which each limited partner has agreed to contribute in the future.  (6) The times at which or events on the happening of which any additional contributions agreed to be made by each limited partner are to be made.  (7) Any power of a limited partner to grant the right to become a limited partner to an assignee of any part of his or her partnership interest, and the terms and conditions of the power.  (8) If agreed upon, the time at which or the events on the happening of which a partner may terminate his or her membership in the limited partnership and, in the case of a limited partner, the amount of, or the method of determining, the distribution to which such limited partner may be entitled respecting his or her partnership interest, and the terms and conditions of the termination and distribution.  (9) Any right of a limited partner to receive distributions of property, including cash from the limited partnership.  (10) Any right of a limited partner to receive, or of a general partner to make to a limited partner, distributions which include a return of all or any part of the limited partner's contribution.  (11) Any time at which or events upon the happening of which the limited partnership is to be dissolved and its affairs wound up.  (12) Any right of the remaining general partners to continue the business on the happening of an event of withdrawal of a general partner.  (13) Any other matters the partners determine to include in the certificate of limited partnership.  (b) A limited partnership is formed on the effective date of the certificate of limited partnership as provided in section 206. History: 1982, Act 213, Eff. Jan. 1, 1983
MI Comp L § 449.1203 (2021)
2021 Michigan Compiled Laws|Chapter 449 - Partnerships|Act 213 of 1982 - Michigan Revised Uniform Limited Partnership Act (449.1101 - 449.2108)|Article 2 - (449.1201...449.1210)|Section 449.1203 - Certificate of Limited Partnership; Cancellation; Contents of Certificate of Cancellation; Effective Date of Cancellation.

449.1203 Certificate of limited partnership; cancellation; contents of certificate of cancellation; effective date of cancellation. Sec. 203.  (a) A certificate of limited partnership shall be canceled upon the dissolution and the commencement of winding up of the partnership or at any other time there are no limited partners. A certificate of cancellation shall be filed in the office of the administrator and shall set forth all of the following:  (1) The name of the limited partnership.  (2) The date of filing of its original certificate of limited partnership.  (3) The reason for filing the certificate of cancellation.  (4) Any other information the general partners filing the certificate determine.  (b) The certificate of limited partnership is canceled on the effective date of the certificate of cancellation as provided in section 206.  History: 1982, Act 213, Eff. Jan. 1, 1983
MI Comp L § 449.1204 (2021)
2021 Michigan Compiled Laws|Chapter 449 - Partnerships|Act 213 of 1982 - Michigan Revised Uniform Limited Partnership Act (449.1101 - 449.2108)|Article 2 - (449.1201...449.1210)|Section 449.1204 - Manner of Executing Certificates.

449.1204 Manner of executing certificates. Sec. 204.  (a) Each certificate required by this article to be filed in the office of the administrator shall be executed in the following manner:  (1) An original certificate of limited partnership shall be signed by all partners named in the certificate.  (2) A certificate of amendment or a restated certificate of limited partnership shall be signed by at least 1 general partner and by each other partner designated in the certificate as a new partner or whose contribution is described as having been increased.  (3) A certificate of cancellation shall be signed by at least 1 general partner.  (b) Any person may sign any certificate required or permitted to be filed under this act by an attorney in fact.  (c) The execution of a certificate by a general partner constitutes an affirmation under the penalties of perjury that the facts stated in the certificate are true. History: 1982, Act 213, Eff. Jan. 1, 1983
MI Comp L § 449.1205 (2021)
2021 Michigan Compiled Laws|Chapter 449 - Partnerships|Act 213 of 1982 - Michigan Revised Uniform Limited Partnership Act (449.1101 - 449.2108)|Article 2 - (449.1201...449.1210)|Section 449.1205 - Failure to Execute Certificate; Circuit Court Proceedings; Court-Ordered Certificate; Assessment of Court Costs and Attorney Fees; Effective Date of Court-Ordered Amendment or Cancellation.

449.1205 Failure to execute certificate; circuit court proceedings; court-ordered certificate; assessment of court costs and attorney fees; effective date of court-ordered amendment or cancellation. Sec. 205.  If a person required by section 204 to execute a certificate of amendment, a restated certificate of limited partnership, or a certificate of cancellation fails or refuses to do so, any other partner, and any assignee of a partnership interest, who is adversely affected by the failure or refusal, may petition the circuit court of the county in which the office referred to in section 105(a)(1) is located to direct the amendment, restatement, or cancellation. If the court finds that the amendment, restatement, or cancellation is proper and that any person so designated has failed or refused to execute the certificate, it shall order the administrator to record an appropriate certificate of amendment, restated certificate of limited partnership, or certificate of cancellation, and the court may require the person who has failed or refused to execute the certificate to pay to the petitioner the reasonable expenses, including court costs and fees of attorneys, incurred by him or her with respect to the proceedings. The certificate of limited partnership is amended on the effective date of the certificate of amendment or restated certificate of limited partnership effecting an amendment, and the certificate of limited partnership is canceled on the effective date of the certificate of cancellation, as provided in section 206.  History: 1982, Act 213, Eff. Jan. 1, 1983
MI Comp L § 449.1207 (2021)
2021 Michigan Compiled Laws|Chapter 449 - Partnerships|Act 213 of 1982 - Michigan Revised Uniform Limited Partnership Act (449.1101 - 449.2108)|Article 2 - (449.1201...449.1210)|Section 449.1207 - False Statements in Certificate; Recovery of Damages.

449.1207 False statements in certificate; recovery of damages. Sec. 207.  If any certificate of limited partnership, certificate of amendment, restated certificate of limited partnership, or certificate of cancellation contains a false statement, a person who suffers loss by reliance on the statement may recover damages for the loss from any of the following:  (1) Any person who executes the certificate, or causes another to execute it on his or her behalf, and knew the statement to be false at the time the certificate was executed.  (2) Any general partner who thereafter knows that any arrangement or other fact described in the certificate has changed, making the statement inaccurate in any respect within a sufficient time before the statement was relied upon reasonably to have enabled that general partner to cancel or amend the certificate, or to file a petition for its cancellation or amendment under section 205. However, the provisions of this subsection are subject in all respects to the provisions of section 202(e). History: 1982, Act 213, Eff. Jan. 1, 1983
MI Comp L § 449.1208 (2021)
2021 Michigan Compiled Laws|Chapter 449 - Partnerships|Act 213 of 1982 - Michigan Revised Uniform Limited Partnership Act (449.1101 - 449.2108)|Article 2 - (449.1201...449.1210)|Section 449.1208 - Certificate on File as Notice of Matters Included Therein.

449.1208 Certificate on file as notice of matters included therein. Sec. 208.  The fact that a certificate of limited partnership is on file in the office of the administrator is notice that the partnership is a limited partnership and the persons designated therein as limited partners are limited partners, and is notice of the matters included therein that are specified in section 201(a)(1) to (12) or that are included therein pursuant to any other section of this act, but it is not notice of any other fact. History: 1982, Act 213, Eff. Jan. 1, 1983
MI Comp L § 449.1209 (2021)
2021 Michigan Compiled Laws|Chapter 449 - Partnerships|Act 213 of 1982 - Michigan Revised Uniform Limited Partnership Act (449.1101 - 449.2108)|Article 2 - (449.1201...449.1210)|Section 449.1209 - Delivery of Copy of Certificate to Limited Partners Upon Return of Certificate by Administrator.

449.1209 Delivery of copy of certificate to limited partners upon return of certificate by administrator. Sec. 209.  Upon the return by the administrator pursuant to section 206 of a true copy or original of a certificate of limited partnership, certificate of amendment, restated certificate of limited partnership, or certificate of cancellation, the general partners shall promptly deliver or mail a copy of the certificate to each limited partner unless the partnership agreement provides otherwise. History: 1982, Act 213, Eff. Jan. 1, 1983
MI Comp L § 449.1301 (2021)
2021 Michigan Compiled Laws|Chapter 449 - Partnerships|Act 213 of 1982 - Michigan Revised Uniform Limited Partnership Act (449.1101 - 449.2108)|Article 3 - (449.1301...449.1305)|Section 449.1301 - Admission of Additional Limited Partners.

449.1301 Admission of additional limited partners. Sec. 301.  (a) After the filing of a limited partnership's original certificate of limited partnership, a person may be admitted as an additional limited partner:  (1) In the case of a person acquiring a partnership interest directly from the limited partnership, upon the compliance with the partnership agreement or, if the partnership agreement does not so provide, upon the written consent of all partners.  (2) In the case of an assignee of a partnership interest of a partner who has the power, as provided in section 704, to grant the assignee the right to become a limited partner, upon the exercise of that power and compliance with any conditions limiting the grant or exercise of the power.  (b) In each case under subsection (a), the person acquiring the partnership interest becomes a limited partner only upon amendment of the certificate of limited partnership reflecting that fact. History: 1982, Act 213, Eff. Jan. 1, 1983
MI Comp L § 449.1302 (2021)
2021 Michigan Compiled Laws|Chapter 449 - Partnerships|Act 213 of 1982 - Michigan Revised Uniform Limited Partnership Act (449.1101 - 449.2108)|Article 3 - (449.1301...449.1305)|Section 449.1302 - Voting Rights of Limited Partners.

449.1302 Voting rights of limited partners. Sec. 302.  Subject to section 303, the partnership agreement may grant to all or a specified group of the limited partners the right to vote, with or without the concurrence of the general partners, on a per capita or other basis, upon any matter. History: 1982, Act 213, Eff. Jan. 1, 1983
MI Comp L § 449.1303 (2021)
2021 Michigan Compiled Laws|Chapter 449 - Partnerships|Act 213 of 1982 - Michigan Revised Uniform Limited Partnership Act (449.1101 - 449.2108)|Article 3 - (449.1301...449.1305)|Section 449.1303 - Liability of Limited Partner for Obligations of Limited Partnership.

449.1303 Liability of limited partner for obligations of limited partnership. Sec. 303.  (a) Except as provided in subsection (d), a limited partner is not liable for the obligations of a limited partnership unless the limited partner is also a general partner or, in addition to the exercise of rights and powers as a limited partner, the limited partner takes part in the control of the business. However, if the limited partner's participation in the control of the business is not substantially the same as the exercise of the powers of a general partner, the limited partner is liable only to persons who transact business with the limited partnership with actual knowledge of the limited partner's participation in control.  (b) A limited partner does not participate in the control of the business within the meaning of subsection (a) solely by doing 1 or more of the following:  (1) Being a contractor for or an agent or employee of the limited partnership or of a general partner.  (2) Consulting with and advising a general partner with respect to the business of the limited partnership.  (3) Acting as surety for the limited partnership.  (4) Approving or disapproving an amendment to the partnership agreement.  (5) Approving or disapproving a transaction involving an actual or potential conflict of interest between a general partner and the limited partnership.  (6) Requesting or attending a meeting of partners.  (7) Voting on 1 or more of the following matters:  (i) The dissolution and winding up of the limited partnership.  (ii) The sale, exchange, lease, mortgage, pledge, or other transfer of all or substantially all of the assets of the limited partnership other than in the ordinary course of its business.  (iii) The incurrence of indebtedness by the limited partnership other than in the ordinary course of its business.  (iv) A change in the nature of the business.  (v) The removal of a general partner.  (c) The enumeration in subsection (b) does not mean that the possession or exercise of any other powers by a limited partner constitutes participation by the limited partner in the business of the limited partnership.  (d) A limited partner who knowingly permits his or her name to be used in the name of the limited partnership, except under circumstances permitted by section 102(2)(i), is liable to creditors who extend credit to the limited partnership without actual knowledge that the limited partner is not a general partner. History: 1982, Act 213, Eff. Jan. 1, 1983