reglab/housing_qa huggingface dataset:
TX Bus Orgs § 152.801 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter J. Limited Liability Partnerships|Section 152.801. Liability of Partner

Sec. 152.801.  LIABILITY OF PARTNER.  (a)  Except as provided by the partnership agreement, a partner is not personally liable to any person, including a partner, directly or indirectly, by contribution, indemnity, or otherwise, for any obligation of the partnership incurred while the partnership is a limited liability partnership.(b)   Sections 2.101(1), 152.305, and 152.306 do not limit the effect of Subsection (a) in a limited liability partnership.(c)  For purposes of this section, an obligation is incurred while a partnership is a limited liability partnership if:(1)  the obligation relates to an action or omission occurring while the partnership is a limited liability partnership; or(2)  the obligation arises under a contract or commitment entered into while the partnership is a limited liability partnership.(d)  Subsection (a) does not affect:(1)  the liability of a partnership to pay its obligations from partnership property;(2)  the liability of a partner, if any, imposed by law or contract independently of the partner's status as a partner; or(3)  the manner in which service of citation or other civil process may be served in an action against a partnership.(e)  This section controls over the other parts of this chapter and the other partnership provisions regarding the liability of partners of a limited liability partnership, the chargeability of the partners for the obligations of the partnership, and the obligations of the partners regarding contributions and indemnity.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2009, 81st Leg., R.S., Ch. 84 (S.B. 1442), Sec. 47, eff. September 1, 2009.Acts 2011, 82nd Leg., R.S., Ch. 139 (S.B. 748), Sec. 46, eff. September 1, 2011.|
TX Bus Orgs § 152.803 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter J. Limited Liability Partnerships|Section 152.803. Name

Sec. 152.803.  NAME.  The name of a limited liability partnership must comply with Section 5.063.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.805 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter J. Limited Liability Partnerships|Section 152.805. Limited Partnership

Sec. 152.805.  LIMITED PARTNERSHIP.  A limited partnership may become a limited liability partnership by complying with applicable provisions of Chapter 153.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.901 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter K. Foreign Limited Liability Partnerships|Section 152.901. General

Sec. 152.901.  GENERAL.  (a)  A foreign limited liability partnership is subject to Section 2.101 with respect to its activities in this state to the same extent as a domestic limited liability partnership.(b)  A foreign limited liability partnership may not be denied registration because of a difference between the laws of the jurisdiction under which the partnership is formed and the laws of this state.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2007, 80th Leg., R.S., Ch. 688 (H.B. 1737), Sec. 113, eff. September 1, 2007.|
TX Bus Orgs § 152.902 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter K. Foreign Limited Liability Partnerships|Section 152.902. Name

Sec. 152.902.  NAME.  The name of a foreign limited liability partnership must:(1)  satisfy the requirements of the jurisdiction of formation; and(2)  comply with Section 5.063.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2007, 80th Leg., R.S., Ch. 688 (H.B. 1737), Sec. 114, eff. September 1, 2007.|
TX Bus Orgs § 152.903 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter K. Foreign Limited Liability Partnerships|Section 152.903. Activities Not Constituting Transacting Business

Sec. 152.903.  ACTIVITIES NOT CONSTITUTING TRANSACTING BUSINESS.  Without excluding other activities that do not constitute transacting business in this state, a foreign limited liability partnership is not considered to be transacting business in this state for purposes of this code because it carries on in this state one or more of the activities listed by Section 9.251.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.904 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter K. Foreign Limited Liability Partnerships|Section 152.904. Registered Agent and Registered Office

Sec. 152.904.  REGISTERED AGENT AND REGISTERED OFFICE.  A foreign limited liability partnership subject to this chapter shall maintain a registered office and registered agent in this state in the same manner and to the same extent as if the partnership were a foreign filing entity.  Subchapters E and F, Chapter 5, apply to a foreign limited liability partnership to the same extent those subchapters apply to a foreign filing entity.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2005, 79th Leg., Ch. 64 (H.B. 1319), Sec. 79, eff. January 1, 2006.|
TX Bus Orgs § 152.905 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter K. Foreign Limited Liability Partnerships|Section 152.905. Registration Procedure

Sec. 152.905.  REGISTRATION PROCEDURE.  (a)  Before transacting business in this state, a foreign limited liability partnership must file an application for registration in accordance with this section and Chapters 4 and 9.(b)  The application must be signed by:(1)  a majority-in-interest of the partners;  or(2)  one or more partners authorized by a majority-in-interest of the partners.(c)  A partnership is registered as a foreign limited liability partnership on:(1)  the date on which a completed initial or renewal application for registration is filed with the secretary of state in accordance with Chapter 4; or(2)  a later date specified in the application.(d)  A registration is not affected by subsequent changes in the partners of the partnership.(e)  The registration of a foreign limited liability partnership is effective until the first anniversary of the date after the date of registration or a later effective date, unless the registration is:(1)  withdrawn or revoked at an earlier time; or(2)  renewed in accordance with Section 152.908.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2007, 80th Leg., R.S., Ch. 688 (H.B. 1737), Sec. 115, eff. September 1, 2007.Acts 2007, 80th Leg., R.S., Ch. 688 (H.B. 1737), Sec. 116, eff. September 1, 2007.|
TX Bus Orgs § 152.906 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter K. Foreign Limited Liability Partnerships|Section 152.906. Withdrawal of Registration

Sec. 152.906.  WITHDRAWAL OF REGISTRATION.  (a)  A registration may be voluntarily withdrawn by filing a certificate of withdrawal in accordance with this section and Section 9.011.(b)  In addition to the information required by Section 9.011, the certificate of withdrawal must:(1)  contain:(A)  the federal taxpayer identification number of the partnership; and(B)  the date of effectiveness of the partnership's last application for registration under this subchapter; and(2)  be signed by:(A)  a majority-in-interest of the partners; or(B)  one or more partners authorized by a majority-in-interest of the partners.(c)  A certificate from the comptroller stating that all taxes administered by the comptroller under Title 2, Tax Code, have been paid must be filed with the withdrawal of registration.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2005, 79th Leg., Ch. 64 (H.B. 1319), Sec. 80, eff. January 1, 2006.Acts 2009, 81st Leg., R.S., Ch. 84 (S.B. 1442), Sec. 49, eff. September 1, 2009.Acts 2011, 82nd Leg., R.S., Ch. 139 (S.B. 748), Sec. 48, eff. September 1, 2011.|
TX Bus Orgs § 152.907 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter K. Foreign Limited Liability Partnerships|Section 152.907. Effect of Certificate of Withdrawal

Sec. 152.907.  EFFECT OF CERTIFICATE OF WITHDRAWAL.  A certificate of withdrawal terminates the registration of the partnership as a foreign limited liability partnership as of the date on which the notice is filed or a later date specified in the notice, but not later than the expiration date under Section 152.905(e).|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2005, 79th Leg., Ch. 64 (H.B. 1319), Sec. 81, eff. January 1, 2006.|
TX Bus Orgs § 152.908 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter K. Foreign Limited Liability Partnerships|Section 152.908. Renewal of Registration

Sec. 152.908.  RENEWAL OF REGISTRATION.  (a)  An effective registration may be renewed before its expiration by filing a renewal application for registration with the secretary of state in accordance with Chapter 4.(b)  The renewal application must contain:(1)  current information required for an initial application for registration; and(2)  the most recent date of registration of the partnership.(c)  An application for registration filed under this section continues an effective registration for one year after the date the registration would otherwise expire.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2007, 80th Leg., R.S., Ch. 688 (H.B. 1737), Sec. 117, eff. September 1, 2007.|
TX Bus Orgs § 152.909 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter K. Foreign Limited Liability Partnerships|Section 152.909. Action by Secretary of State

Sec. 152.909.  ACTION BY SECRETARY OF STATE.  The secretary of state may remove from its active records the registration of a foreign limited liability partnership the registration of which has:(1)  been withdrawn or revoked;  or(2)  expired and not been renewed.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.910 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter K. Foreign Limited Liability Partnerships|Section 152.910. Effect of Failure to Register

Sec. 152.910.  EFFECT OF FAILURE TO REGISTER.  (a)  A foreign limited liability partnership that transacts business in this state without being registered is subject to Subchapter B, Chapter 9, to the same extent as a foreign filing entity.(b)  A partner of a foreign limited liability partnership is not liable for an obligation of the partnership solely because the partnership transacted business in this state without being registered.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2005, 79th Leg., Ch. 64 (H.B. 1319), Sec. 82, eff. January 1, 2006.Acts 2007, 80th Leg., R.S., Ch. 688 (H.B. 1737), Sec. 118, eff. September 1, 2007.Acts 2011, 82nd Leg., R.S., Ch. 139 (S.B. 748), Sec. 49, eff. September 1, 2011.|Sec. 152.911.  AMENDMENT.  (a)  A document filed under this subchapter or an application for registration filed under Section 9.007 may be amended by filing with the secretary of state an application for amendment of registration in accordance with Chapter 4.(b)  The application for amendment must contain:(1)  the name of the partnership;(2)  the taxpayer identification number of the partnership;(3)  the identity of the document being amended;(4)  a reference to the date on which the document being amended was filed;(5)  the part of the document being amended; and(6)  the amendment or correction.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2005, 79th Leg., Ch. 64 (H.B. 1319), Sec. 83, eff. January 1, 2006.Acts 2011, 82nd Leg., R.S., Ch. 139 (S.B. 748), Sec. 50, eff. September 1, 2011.|
TX Bus Orgs § 152.912 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter K. Foreign Limited Liability Partnerships|Section 152.912. Execution of Application for Amendment

Sec. 152.912.  EXECUTION OF APPLICATION FOR AMENDMENT.  The application for amendment must be signed by:(1)  a majority-in-interest of the partners;  or(2)  one or more partners authorized by a majority-in-interest of the partners.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.913 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter K. Foreign Limited Liability Partnerships|Section 152.913. Execution of Statement of Change of Registered Office or Registered Agent

Sec. 152.913.  EXECUTION OF STATEMENT OF CHANGE OF REGISTERED OFFICE OR REGISTERED AGENT.  A statement filed by a foreign limited liability partnership in accordance with Section 5.202 must be signed by:(1)  a majority-in-interest of the partners;  or(2)  one or more partners authorized by a majority-in-interest of the partners.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.914 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter K. Foreign Limited Liability Partnerships|Section 152.914. Revocation of Registration by Secretary of State

Sec. 152.914.  REVOCATION OF REGISTRATION BY SECRETARY OF STATE.  (a)  The secretary of state may revoke the registration of a foreign limited liability partnership for the partnership's failure to:(1)  file a report within the period required by law or pay a fee or penalty prescribed by law when due and payable;(2)  maintain a registered agent or registered office address in this state as required by law; or(3)  pay a fee required in connection with a filing, or payment of the fee was dishonored when presented by the state for payment.(b)  If it appears to the secretary of state that, with respect to a foreign limited liability partnership, a circumstance described by Subsection (a) exists, the secretary of state shall provide notice to the partnership in the same manner and to the same extent as notice is required to be provided to a foreign filing entity under Sections 9.101 and 9.102.(c)  The secretary of state shall reinstate the registration of a foreign limited liability partnership if the partnership files an application for reinstatement in accordance with Subsection (e), accompanied by each amendment of the partnership's registration that is required by intervening events, and:(1)  the foreign limited liability partnership has corrected the circumstances that led to the revocation and any other circumstances described by Subsection (a) that may exist, including the payment of fees, interest, or penalties; or(2)  the secretary of state finds that the circumstances that led to the revocation did not exist at the time of revocation.(d)  A foreign limited liability partnership, to have its registration reinstated, must comply with the requirements of this section not later than the date the registration would have expired under Section 152.905(e) had the registration not been revoked under this section.(e)  The foreign limited liability partnership shall file a certificate of reinstatement in accordance with Chapter 4.  The certificate of reinstatement must contain:(1)  the name of the partnership;(2)  the filing number assigned by the filing officer to the partnership;(3)  the effective date of the revocation of the partnership's registration; and(4)  the name of the partnership's registered agent and the address of the partnership's registered office.(f)  A tax clearance letter from the comptroller stating that a foreign limited liability partnership has satisfied all franchise tax liabilities and may be reinstated must be filed with the certificate of reinstatement if the foreign limited liability partnership is a taxable entity under Chapter 171, Tax Code.|Added by Acts 2005, 79th Leg., Ch. 64 (H.B. 1319), Sec. 84, eff. January 1, 2006.Amended by: Acts 2007, 80th Leg., R.S., Ch. 688 (H.B. 1737), Sec. 119, eff. September 1, 2007.Acts 2009, 81st Leg., R.S., Ch. 84 (S.B. 1442), Sec. 50, eff. September 1, 2009.|
TX Bus Orgs § 153.001 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 153 - Limited Partnerships|Subchapter A. General Provisions|Section 153.001. Definition

Sec. 153.001.  DEFINITION.  In this chapter, "other limited partnership provisions" means the provisions of Title 1 and Chapters 151 and 154, to the extent applicable to limited partnerships.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 153.002 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 153 - Limited Partnerships|Subchapter A. General Provisions|Section 153.002. Construction

Sec. 153.002.  CONSTRUCTION.  (a)  This chapter and the other limited partnership provisions shall be applied and construed to effect its general purpose to make uniform the law with respect to limited partnerships among states that have similar laws.(b)  The rule that a statute in derogation of the common law is to be strictly construed does not apply to this chapter and the other limited partnership provisions.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 153.003 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 153 - Limited Partnerships|Subchapter A. General Provisions|Section 153.003. Applicability of Other Laws

Sec. 153.003.  APPLICABILITY OF OTHER LAWS.  (a)  Except as provided by Subsection (b), in a case not provided for by this chapter and the other limited partnership provisions, the provisions of Chapter 152 governing partnerships that are not limited partnerships and the rules of law and equity govern.(b)  The powers and duties of a limited partner shall not be governed by a provision of Chapter 152 that would be inconsistent with the nature and role of a limited partner as contemplated by this chapter.(c)  A limited partner shall not have any obligation or duty of a general partner solely by reason of being a limited partner.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 153.004 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 153 - Limited Partnerships|Subchapter A. General Provisions|Section 153.004. Nonwaivable Title 1 Provisions

Sec. 153.004.  NONWAIVABLE TITLE 1 PROVISIONS.  (a)  Except as provided by this section, the following provisions of Title 1 may not be waived or modified in the partnership agreement of a limited partnership:(1)  Chapter 1, if the provision is used to interpret a provision or define a word or phrase contained in a section listed in this subsection;(2)  Chapter 2, other than Section 2.104(c)(2), 2.104(c)(3), or 2.113;(3)  Chapter 3, other than Subchapters C and E of that chapter and Section 3.151 (provided, that in all events a partnership agreement may not validly waive or modify Section 153.551 or unreasonably restrict a partner's right of access to books and records under Section 153.552); or(4)  Chapter 4, 5, 10, 11, or 12, other than Section 11.058.(b)  A provision listed in Subsection (a) may be waived or modified in the partnership agreement if the provision that is waived or modified authorizes the limited partnership to waive or modify the provision in the limited partnership's governing documents.(c)  A provision listed in Subsection (a) may be modified in the partnership agreement if the provision that is modified specifies:(1)  the person or group of persons who are entitled to approve a modification;  or(2)  the vote or other method by which a modification is required to be approved.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2011, 82nd Leg., R.S., Ch. 139 (S.B. 748), Sec. 51, eff. September 1, 2011.|
TX Bus Orgs § 153.005 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 153 - Limited Partnerships|Subchapter A. General Provisions|Section 153.005. Waiver or Modification of Rights of Third Parties

Sec. 153.005.  WAIVER OR MODIFICATION OF RIGHTS OF THIRD PARTIES.  A provision in this title or in that part of Title 1 applicable to a limited partnership that grants a right to a person, other than a general partner, a limited partner, or assignee of a partnership interest in a limited partnership, may be waived or modified in the partnership agreement of the limited partnership only if the person consents to the waiver or modification.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 153.051 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 153 - Limited Partnerships|Subchapter B. Supplemental Provisions Regarding Amendment to Certificate of Formation|Section 153.051. Required Amendment to Certificate of Formation

Sec. 153.051.  REQUIRED AMENDMENT TO CERTIFICATE OF FORMATION.  (a)  A general partner shall file a certificate of amendment reflecting the occurrence of one or more of the following events not later than the 30th day after the date on which the event occurred:(1)  the admission of a new general partner;(2)  the withdrawal of a general partner;(3)  a change in the name of the limited partnership; or(4)  except as provided by Sections 5.202 and 5.203, a change in:(A)  the address of the registered office; or(B)  the name or address of the registered agent of the limited partnership.(b)  A general partner who becomes aware that a statement in a certificate of formation was false when made or that a matter described in the certificate has changed, making the certificate false in any material respect, shall promptly amend the certificate to make it accurate.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2015, 84th Leg., R.S., Ch. 23 (S.B. 859), Sec. 6, eff. September 1, 2015.|Sec. 153.052.  DISCRETIONARY AMENDMENT TO CERTIFICATE OF FORMATION.  (a)  A certificate of formation may be amended at any time for a proper purpose as determined by the general partners.(b)  A certificate of formation may be amended to state the name, mailing address, and street address of the business or residence of each person winding up the limited partnership's affairs if, after an event requiring the winding up of a limited partnership but before the limited partnership is reconstituted or a certificate of termination is filed as provided by Section 11.101:(1)  the certificate of formation has been amended to reflect the withdrawal of all general partners; or(2)  a person who is not shown on the certificate of formation as a general partner is carrying out the winding up of a limited partnership's affairs.(c)  If the certificate of formation is amended under Subsection (b), each person winding up the limited partnership's affairs shall execute and file the certificate of amendment.  A person winding up the partnership's affairs is not subject to liability as a general partner because of the filing of the certificate of amendment.(d)  A general partner who is not winding up the limited partnership's affairs is not required to execute and file a certificate of amendment as provided by this section.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2005, 79th Leg., Ch. 64 (H.B. 1319), Sec. 85, eff. January 1, 2006.Acts 2007, 80th Leg., R.S., Ch. 688 (H.B. 1737), Sec. 120, eff. September 1, 2007.|