reglab/housing_qa huggingface dataset:
OR Rev Stat § 70.025 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.025 - Registered agent; registered office; changing agent.

(1)(a) A domestic limited partnership and a foreign limited partnership that does business in this state and all general partners of each domestic limited partnership or foreign limited partnership must continuously maintain in this state a registered agent and a registered office. The registered office must be located at a physical street address where process may be personally served on the registered agent. The registered office may not be a commercial mail receiving agency, a mail forwarding business or a virtual office. (b) The registered agent must be: (A) An individual resident of this state who has a business office in this state; (B) A domestic corporation, domestic limited liability company, domestic professional corporation or domestic nonprofit corporation that has a business office in this state; or (C) A foreign corporation, foreign limited liability company, foreign professional corporation or foreign nonprofit corporation that is authorized to transact business in this state and has a business office in this state. (2) A domestic or foreign limited partnership and the general partners of the domestic or foreign limited partnership may change the registered agent of the domestic or foreign limited partnership by submitting for filing to the Office of Secretary of State a statement described in this subsection. The statement must be executed by a general partner. Filing the statement immediately terminates the existing registered agent and establishes the newly appointed registered agent as the registered agent of the domestic or foreign limited partnership and the general partners of the domestic or foreign limited partnership. The statement must include: (a) The name of the domestic or foreign limited partnership and the name and address of each general partner of the domestic or foreign limited partnership; and (b) The name of the successor registered agent and the physical street address of the registered agent’s business office in this state. [1985 c.677 §5a; 1987 c.543 §3; 2001 c.315 §31; 2013 c.158 §32; 2017 c.705 §29]
OR Rev Stat § 70.030 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.030 - Change of address and resignation procedures for registered agent.

(1) A registered agent may change the address of the registered agent’s business office in this state by executing and submitting for filing to the Office of Secretary of State a statement that includes the following: (a) The name and address of the domestic or foreign limited partnership and each general partner thereof; (b) The new street address of the registered agent’s business office in this state; and (c) A declaration that a copy of the statement has been mailed to the domestic or foreign limited partnership and each general partner thereof. (2) A person may resign as the registered agent of the domestic or foreign limited partnership and the general partners thereof by executing and submitting for filing to the Office of Secretary of State a statement of resignation and giving notice in the form of a copy of the statement to the domestic or foreign limited partnership. The resignation shall be effective on the 31st day after the date on which the statement is filed, unless the domestic or foreign limited partnership and the general partners thereof sooner appoint a successor registered agent, thereby terminating the capacity of the agent. Upon delivery of the signed statement, the Secretary of State shall file the resignation statement. The copy of the statement given to the domestic or foreign limited partnership shall be addressed to the domestic or foreign limited partnership at its last-known address as shown by the records of the Office of Secretary of State. For purposes of this subsection, written notice is effective at the earliest of the following: (a) When received; (b) Five days after its deposit in the United States mail, as evidenced by the postmark, if mailed postpaid and correctly addressed; or (c) On the date shown on the return receipt, if sent by registered or certified mail, return receipt requested and the receipt is signed by or on behalf of the addressee. [1985 c.677 §5b; 1987 c.543 §4; 1989 c.196 §1; 1993 c.190 §10]
OR Rev Stat § 70.035 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.035 - Scope of agency of registered agent.

The registered agent of a domestic or foreign limited partnership shall be an agent of that domestic or foreign limited partnership and the general partners thereof. Any process, notice or demand that arises out of a conduct of the affairs of the domestic or foreign limited partnership and that is required or permitted by law to be served upon the domestic or foreign limited partnership or any general partner thereof may be served upon the registered agent. [1985 c.677 §5c; 1987 c.543 §5]
OR Rev Stat § 70.045 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.045 - Effect of ORS 70.020 to 70.040.

Nothing contained in ORS 70.020 to 70.040: (1) Limits or affects the jurisdiction of the courts of this state; (2) Limits or affects the right to serve any process, notice or demand required or permitted by law to be served upon a limited partnership or the general partners thereof in any other manner now or hereafter permitted by law; or (3) Enlarges the purposes for which service on the Secretary of State is permitted when the purposes are limited by any other provision of law. [1985 c.677 §5e]
OR Rev Stat § 70.050 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.050 - Records required in office in state; inspection.

(1) Each limited partnership shall keep at the office referred to in ORS 70.020 the following records: (a) A current list of the full name and last-known business address of each partner specifying separately the general partners and the limited partners in alphabetical order. (b) A copy of the certificate of limited partnership and all certificates of amendment thereto, together with executed copies of any powers of attorney pursuant to which any certificate has been executed. (c) Copies of the limited partnership’s federal, state and local income tax returns and reports, if any, for the three most recent years. (d) Copies of any then-effective written partnership agreements and of any financial statements of the limited partnership for the three most recent years. (e) Unless contained in a written partnership agreement, a description of: (A) The amount of cash and a description and statement of the agreed value of the other property or services contributed by each partner and that each partner has agreed to contribute; (B) The times at which or events upon the happening of which any additional contributions agreed to be made by each partner are to be made; (C) Any right of a partner to receive, or of a general partner to make, distributions to a partner which include a return of all or any part of the partner’s contribution; and (D) Any events upon the happening of which the limited partnership is to be dissolved and its affairs wound up. (2) The records specified in subsection (1) of this section are subject to inspection and copying at the reasonable request, and at the expense, of any partner during ordinary business hours. [1985 c.677 §6; 1987 c.543 §7]
OR Rev Stat § 70.055 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.055 - Authority of limited partnership.

A limited partnership may carry on any business that a partnership without limited partners may carry on. [1985 c.677 §7]
OR Rev Stat § 70.060 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.060 - Authority of partner to do business with limited partnership.

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 thereto as a person who is not a partner. [1985 c.677 §8]
OR Rev Stat § 70.065 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.065 - Filing, service, copying and certification fees.

The Secretary of State shall collect the fees described in ORS 56.140 for each document delivered for filing under this chapter and for process served on the secretary under this chapter. The secretary may collect the fees described in ORS 56.140 for copying any public record under this chapter, certifying the copy or certifying to other facts of record under this chapter. [1991 c.132 §12; 1999 c.362 §§54,54a]
OR Rev Stat § 70.067 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.067 - Forms; rules.

Upon request, the Secretary of State may furnish forms for documents required or permitted to be filed by this chapter. The Secretary of State may by rule require the use of the forms. [1995 c.215 §17]
OR Rev Stat § 70.070 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.070 - Filing duty of Secretary of State.

(1) If a document delivered to the Office of Secretary of State for filing satisfies the requirements of this chapter, the Secretary of State shall file it. (2) The Secretary of State files a document by indicating thereon that it has been filed by the Secretary of State and the date of filing. After filing a document, except as provided in ORS 70.030 and 70.610, the Secretary of State shall return an acknowledgment of filing to the domestic or foreign limited partnership or its representative. (3) If the Secretary of State refuses to file a document, the Secretary of State shall return the document to the domestic or foreign limited partnership or its representative within 10 business days after the document was delivered together with a brief written explanation of the reason for the refusal. (4) The Secretary of State’s duty to file documents under this section is ministerial. The Secretary of State is not required to verify or inquire into the legality or truth of any matter included in any document delivered to the office for filing. The Secretary of State’s filing or refusing to file a document does not: (a) Affect the validity or invalidity of the document in whole or part; or (b) Relate to the correctness or incorrectness of information contained in the document. (5) The Secretary of State’s refusal to file a document does not create a presumption that the document is invalid or that information contained in the document is incorrect. [1993 c.190 §15; 1999 c.486 §13; 2001 c.104 §21]
OR Rev Stat § 70.075 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.075 - Formation of limited partnership; certificate of limited partnership; rules.

(1) To form a limited partnership, a certificate of limited partnership must be executed and submitted for filing to the Office of Secretary of State. The certificate shall set forth the following: (a) The name of the limited partnership. (b) The address of the office required to be maintained under ORS 70.020 and the name and street address of the agent. (c) A mailing address to which the Secretary of State may mail notices as required by this chapter. (d) The name and the business address of each general partner. (e) The latest date upon which the limited partnership is to dissolve. (f) Any other matters the general partners decide to include in the certificate. (g) Any additional identifying information that the Secretary of State may require by rule. (2) A limited partnership is formed when the Secretary of State has filed the certificate or at any later time specified in the certificate of limited partnership if, in either case, there has been substantial compliance with the requirements of this section. [1985 c.677 §9; 1987 c.543 §8; 1991 c.132 §8; 1995 c.215 §18]
OR Rev Stat § 70.080 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.080 - Amendment of certificate.

(1) A certificate of limited partnership is amended by submitting for filing a certificate of amendment thereto to the Office of Secretary of State. The certificate shall set forth the following: (a) The name of the limited partnership immediately prior to the filing of the certificate of amendment. (b) The amendment to the certificate. (2) Not later than the 30th day after the happening of any of the following events, an amendment to a certificate of limited partnership reflecting the occurrence of the event shall be filed: (a) The admission of a new general partner. (b) The withdrawal of a general partner. (c) The continuation of the business under ORS 70.325 (4) after an event of withdrawal of a general partner. (d) A change in the name of the limited partnership. (3) A general partner who becomes aware that any statement in a certificate of limited partnership was false when made or that any arrangements or other facts described have changed, making the certificate inaccurate in any respect, shall promptly amend the certificate. (4) A certificate of limited partnership may be amended at any time for any other proper purpose the general partners determine. (5) No person has any liability because an amendment to a certificate of limited partnership has not been filed to reflect the occurrence of any event referred to in subsection (2) of this section if the amendment is filed within the period specified in subsection (2) of this section. (6) A restated certificate of limited partnership may be executed and filed in the same manner as a certificate of amendment. [1985 c.677 §10; 1987 c.543 §9]
OR Rev Stat § 70.085 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.085 - Cancellation of certificate.

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 submitted for filing to the Office of Secretary of State and shall set forth the following: (1) The name of the limited partnership. (2) The reason for filing the certificate of cancellation. (3) The effective date of cancellation, which shall be a date certain, if the cancellation is not to be effective upon the submission of the certificate. (4) Any other information the general partners submitting the certificate for filing decide to include in the certificate. [1985 c.677 §11]
OR Rev Stat § 70.090 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.090 - Execution of certificate.

(1) Each certificate required by ORS 70.075 to 70.115 to be filed by the Secretary of State shall be executed in the following manner: (a) An original certificate of limited partnership must be signed by all general partners named therein. (b) A certificate of amendment must be signed by at least one general partner and by each other general partner designated in the certificate as a new general partner. (c) A certificate of cancellation must be signed by all general partners. (2) Any person may sign a certificate by an attorney-in-fact, but a power of attorney to sign a certificate relating to the admission of a general partner must specifically describe the admission. (3) The execution of a certificate by a general partner constitutes an affirmation under the applicable penalties of false swearing or perjury that the facts stated therein are true. [1985 c.677 §12; 1987 c.543 §10]
OR Rev Stat § 70.095 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.095 - Remedy for failure to execute certificate.

If a person required by ORS 70.090 to execute any certificate fails to do so, any other person who is adversely affected by the failure may petition the circuit court to direct the execution of the certificate. If the court finds that it is proper for the certificate to be executed, and that any person so designated has failed to execute the certificate, it shall order the Secretary of State to record an appropriate certificate. [1985 c.677 §13; 1987 c.543 §11]
OR Rev Stat § 70.100 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.100 - Filing with Office of Secretary of State.

(1) One original of the certificate of limited partnership, of any certificates of amendment or cancellation or of any judgment or judicial order of amendment or cancellation, shall be submitted for filing to the Office of Secretary of State. A person who executes a certificate as an agent or fiduciary need not exhibit evidence of such authority as a prerequisite to filing. Unless the Secretary of State finds that any certificate does not conform to the filing requirements of this chapter, upon receipt of all filing fees required by law, the Secretary of State shall file the certificate, judgment or judicial order and return an acknowledgment of filing to the sender. (2) Upon the filing of a certificate of amendment or judgment or judicial order of amendment by the Secretary of State, the certificate of limited partnership shall be amended as set forth therein. (3) A certificate of limited partnership is canceled on the date that a certificate of cancellation or the judgment or judicial order of cancellation is filed by the Secretary of State unless the certificate, judgment or judicial order specifies another effective date. [1985 c.677 §14; 1987 c.543 §12; 1999 c.486 §14]
OR Rev Stat § 70.105 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.105 - Remedy for false statements in certificate.

If any certificate of limited partnership or certificate of amendment or cancellation contains a false material statement, one who suffers loss by reliance on the statement may recover damages for the loss from any of the following persons: (1) Any party to the certificate who knew, and any general partner who knew or should have known, the statement to be false at the time the certificate was executed; or (2) Any general partner who: (a) After the certificate was executed, knew or should have known that any arrangement or other fact described in the certificate had changed, thus making any material statement in the certificate false; and (b) Had a reasonably sufficient time before the statement was relied upon to cancel or amend the certificate, or to file a petition for its cancellation or amendment under ORS 70.095. [1985 c.677 §15]
OR Rev Stat § 70.110 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.110 - Filing as notice of limited partnership.

The fact that a certificate of limited partnership is on file in the Office of Secretary of State is notice that the partnership is a limited partnership and the persons designated therein as general partners are general partners, but it is not notice of any other fact. [1985 c.677 §16; 1987 c.543 §13]
OR Rev Stat § 70.115 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.115 - Duty of general partners to deliver copy of certificate to each limited partner.

Upon the return by the Secretary of State pursuant to ORS 70.100 of an acknowledgment of filing, the general partners shall promptly deliver or mail a copy of the certificate of limited partnership and each certificate of amendment or cancellation to each limited partner unless the partnership agreement provides otherwise. [1985 c.677 §17; 1999 c.486 §15]
OR Rev Stat § 70.125 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.125 - Date person becomes limited partner; admission of additional limited partner.

(1) A person becomes a limited partner on the later of: (a) The date the original certificate of limited partnership is filed; or (b) The date stated in the records of the limited partnership as the date that person becomes a limited partner. (2) After the filing of a limited partnership’s original certificate of limited partnership, a person may be admitted as an additional limited partner as follows: (a) In the case of a person acquiring a partnership interest directly from the limited partnership, upon compliance with the partnership agreement or, if the partnership agreement does not so provide, upon the written consent of all partners. (b) In the case of an assignee of a partnership interest, upon the occurrence of either of the following: (A) Upon the exercise by the assignor of a power provided in ORS 70.300, to grant to the assignee the right to become a limited partner, and upon compliance with any conditions limiting the grant or exercise of the power; or (B) Upon the consent of all partners other than the assignor. [1985 c.677 §18; 1987 c.543 §14]
OR Rev Stat § 70.130 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.130 - Voting rights.

Subject to ORS 70.135, the partnership agreement may grant to all or a specified group of the limited partners the right to vote, on a per capita or other basis, upon any matter. [1985 c.677 §19]
OR Rev Stat § 70.140 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.140 - Liability of person who erroneously believes person is limited partner.

A person who makes a contribution to a business enterprise and erroneously but in good faith believes that the person has become a limited partner in the enterprise is not a general partner in the enterprise and is not bound by its obligations by reason of making the contribution, receiving distributions from the enterprise or exercising any rights of a limited partner if, on ascertaining the mistake, the person promptly takes either of the following actions: (1) Causes an appropriate certificate of limited partnership or a certificate of amendment to be executed and filed. (2) Withdraws from future equity participation in the enterprise by executing and submitting for filing with the Office of Secretary of State a certificate declaring withdrawal under this section. [1985 c.677 §21; 1987 c.543 §16]
OR Rev Stat § 70.145 (2021)
2021 Oregon Revised Statutes|Volume : 02 - Business Organizations, Commercial Code|Chapter 070 - Limited Partnerships|Section 70.145 - Powers of limited partner.

Each limited partner may: (1) Inspect and copy any of the partnership records required to be maintained by ORS 70.050. (2) Obtain from the general partners from time to time upon reasonable demand: (a) True and full information regarding the state of the business and financial condition of the limited partnership; (b) A copy of the limited partnership’s federal, state and local income tax returns for each year promptly after they become available; and (c) Other information regarding the affairs of the limited partnership as is just and reasonable. [1985 c.677 §22]