reglab/housing_qa huggingface dataset:
WI Stat § 178.1153 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 178 - Uniform partnership law.|178.1153 - Approval of domestication; amendment; abandonment.

178.1153  Approval of domestication; amendment; abandonment. (1) Subject to s. 178.1161, a plan of domestication must be approved by all the partners of a domesticating Wisconsin partnership. A plan of domestication of a domesticating non-United States entity must be approved pursuant to the governing law of the domesticating entity.  (2) Subject to s. 178.1161, after a plan of domestication is approved, and at any time before a domestication becomes effective, the domesticating entity may amend the plan of domestication or abandon the domestication as provided in the plan of domestication or, except as otherwise provided in the plan of domestication, with the same vote or consent as was required to approve the plan of domestication. (3) If, after articles of domestication have been delivered to the department for filing and before the domestication becomes effective, the plan of domestication is amended in a manner that requires an amendment to the articles of domestication or if the domestication is abandoned, a statement of amendment or abandonment, signed by the domesticating entity, must be delivered to the department for filing before the domestication becomes effective. When a statement of abandonment becomes effective, the domestication is abandoned and does not become effective. The statement of amendment or abandonment must contain all of the following:(a) The name of the domesticating entity and the domesticated entity under the plan of domestication.(b) The date on which the articles of domestication were filed by the department.(c) The amendment to or abandonment of the articles of domestication.(d) A statement that the amendment or abandonment was approved in accordance with this section.History:  2015 a. 295.
WI Stat § 178.1154 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 178 - Uniform partnership law.|178.1154 - Filings required for domestication; effective date.

178.1154  Filings required for domestication; effective date. (1) After the domesticating entity has approved a plan of domestication in accordance with its governing law, the domesticating entity shall deliver, or cause to be delivered, to the department for filing articles of domestication setting forth all of the following:(a) The name, type of entity, and governing law of the domesticating entity.(b) The name, type of entity, and governing law of the domesticated entity.(c) A statement that a plan of domestication has been approved and adopted by the domesticating entity in accordance with its governing law.(d) Any amendments to the organizational documents of the domesticating entity and any organizational documents of the domesticated entity under s. 178.1152 (1) (d) that are to be in a public record under their respective governing laws.(e) A statement that the plan of domestication is on file at the principal office of the domesticated entity.(f) A statement that upon request the domesticated entity will provide a copy of the plan of domestication to any person that was an interest holder in the domesticating entity at the time of the domestication. (2) In addition to the requirements of sub. (1), the articles of domestication may contain any other provisions relating to the domestication, as determined by the domesticating entity in accordance with the plan of domestication. (3) A domestication takes effect at the effective date and time of the articles of domestication.History:  2015 a. 295.
WI Stat § 178.1161 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 178 - Uniform partnership law.|178.1161 - Restrictions on approval of mergers, interest exchanges, conversions and domestications.

178.1161  Restrictions on approval of mergers, interest exchanges, conversions and domestications. (1) Except as provided in sub. (2), a merger, interest exchange, conversion, or domestication of a domestic partnership may not do any of the following with respect to a partner:(a) Materially increase the current or potential obligations of the partner in the constituent, acquiring, acquired, converting, or domesticating partnership, whether as a result of becoming subject to interest holder liability with respect to the obligations of the surviving, acquiring, converted, or domesticated entity as a consequence of being an owner of the entity, becoming subject to affirmative or negative obligations under the organizational documents of the entity, becoming subject to tax on the income of the entity, or otherwise.(b) Treat the partner's interests in the partnership in a manner different from the interests of the same class held by any other partner. (2) Subsection (1) shall not apply with respect to a partner if any of the following is applicable:(a) The partner consents to the merger, interest exchange, conversion, or domestication.(b) The partnership offers to have the partner's interest in the partnership purchased, prior to the merger, interest exchange, conversion, or domestication, in the manner provided in s. 178.0701 for a partner who has not wrongfully dissociated, without taking into account any modification of this provision under the partnership agreement.History:  2015 a. 295.
WI Stat § 178.1201 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 178 - Uniform partnership law.|178.1201 - Uniformity of application and construction.

178.1201  Uniformity of application and construction. In applying and construing this chapter, consideration must be given to the need to promote uniformity of the law with respect to its subject matter among states that enact the uniform law.History:  2015 a. 295.
WI Stat § 178.1202 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 178 - Uniform partnership law.|178.1202 - Relation to electronic signatures in global and national commerce act.

178.1202  Relation to electronic signatures in global and national commerce act. This chapter modifies, limits, and supersedes the Electronic Signatures in Global and National Commerce Act, 15 USC 7001 to 7031, but does not modify, limit, or supersede section 101 (c) of that act, 15 USC 7001 (c), or authorize electronic delivery of any of the notices described in section 103 (b) of that act, 15 USC 7003 (b).History:  2015 a. 295.
WI Stat § 179.01 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 179 - Uniform limited partnership act.|179.01 - Definitions.

179.01  Definitions. In this chapter: (1) “Certificate of limited partnership" means the certificate under s. 179.11, as amended under s. 179.12 or restated under s. 179.185. (2) “Contribution" means any cash, property, services rendered, or a promissory note or other binding obligation to contribute cash or property or to perform services, which a partner contributes to a limited partnership in his or her capacity as a partner. (2m) “Department" means the department of financial institutions. (3) “Event of withdrawal of a general partner" means an event that causes a person to cease to be a general partner under s. 179.32. (4) “Foreign limited partnership" means a partnership formed under the laws of any state other than this state and having as partners one or more general partners and one or more limited partners. (5) “General partner" means a person who has been admitted to a limited partnership as a general partner under the partnership agreement and named in the certificate of limited partnership as a general partner. (6) “Limited partner" means a person who has been admitted to a limited partnership as a limited partner under the partnership agreement. (7) “Limited partnership" and “domestic limited partnership" mean a partnership formed by 2 or more persons under this chapter and having one or more general partners and one or more limited partners. (8) “Partner" means a limited or general partner, and includes a personal representative or trustee to the extent authorized by the governing instrument or court order. (9) “Partnership agreement" means any valid agreement of the partners as to the affairs of a limited partnership and the conduct of its business. (10) “Partnership interest" means a partner's share of the profits and losses of a limited partnership and the right to receive distributions of partnership assets.History:  1983 a. 173; 1989 a. 232; 1995 a. 27.
WI Stat § 179.02 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 179 - Uniform limited partnership act.|179.02 - Name.

179.02  Name. The name of a limited partnership: (1) Shall contain the words “limited partnership" or the abbreviation “L.P." or “LP".  (2) May not contain the name of a limited partner unless:(a) It is also the name of a general partner or the corporate name of a corporate general partner or of a limited liability company general partner; or(b) The business of the limited partnership had been carried on under that name before the admission of that limited partner. (4) May not be the same as, or deceptively similar to, the name of any corporation, limited liability company or limited partnership organized under the laws of this state or licensed or registered as a foreign corporation, limited liability company or limited partnership in this state.History:  1983 a. 173; 1989 a. 232; 1993 a. 112; 2005 a. 476.
WI Stat § 179.03 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 179 - Uniform limited partnership act.|179.03 - Reservation of name.

179.03  Reservation of name. (1) The exclusive right to the use of a name may be reserved by any of the following:(a) Any person intending to organize a limited partnership under this chapter and to adopt that name.(b) Any domestic limited partnership or any foreign limited partnership registered in this state which intends to adopt that name.(c) Any foreign limited partnership intending to register in this state and adopt that name.(d) Any person intending to organize a foreign limited partnership and intending to have it register in this state and adopt that name. (2) Except as otherwise provided in this subsection, the reservation shall be made by filing with the department an application executed by the applicant to reserve a specified name together with a fee of $10, or such larger amount as the department requires by rule, if the application is filed in paper format. The reservation may be made by making a telephone application to reserve a specified name. The fee for a telephone application to reserve a specified name for 60 days is $20. If the department finds that the name is available for use by a domestic limited partnership or foreign limited partnership, the department shall reserve the name for the exclusive use of the applicant for a period of 60 days. Except as otherwise provided in this subsection, the right to the exclusive use of a reserved name may be transferred to any other person by filing with the department, together with a fee of $10, a notice of the transfer executed by the applicant for whom the name was reserved and specifying the name and address of the transferee. The department may, by rule, specify a larger fee for filing a notice of transfer in paper format.History:  1983 a. 173; 1985 a. 338; 1993 a. 214; 1995 a. 27; 2001 a. 44.
WI Stat § 179.04 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 179 - Uniform limited partnership act.|179.04 - Record office and agent.

179.04  Record office and agent. (1) Each limited partnership shall continuously maintain in this state the following:(a) A record office at which shall be kept the records required under s. 179.05.(b) An agent for service of process on the limited partnership, which agent must be any of the following:1. An individual resident of this state.2. A domestic corporation, nonstock corporation, limited partnership, limited liability partnership that has in effect a statement of qualification under s. 178.0901, or limited liability company, or a foreign corporation, nonstock corporation, limited partnership, registered limited liability partnership, or limited liability company authorized to do business in this state, whose business office is identical with the registered office. (2) If a limited partnership fails to maintain an agent for service of process in this state or if the agent cannot with reasonable diligence be found, substituted service may be made on the department by delivering duplicate copies of the process, together with a fee of $10. The department shall forward one copy by registered mail, addressed to the limited partnership at its record office.History:  1983 a. 173; 1985 a. 29; 1993 a. 112; 1995 a. 27; 2001 a. 44; 2015 a. 295.This section does not provide an exclusive means for service on a limited partnership but merely mandates that a limited partnership maintain an agent for service in the state and provides for substitute service in case the limited partnership fails to comply. Service is governed by s. 801.11 (6), which requires service upon all the general partners known to the plaintiff. Carmain v. Affiliated Capital Corporation, 2002 WI App 271, 258 Wis. 2d 378, 655 N.W.2d 531, 01-3077.
WI Stat § 179.045 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 179 - Uniform limited partnership act.|179.045 - Resignation of agent for service of process.

179.045  Resignation of agent for service of process. (1) An agent for service of process may resign by executing and filing with the department a statement, in duplicate, containing all of the following information, as applicable:(a) The name of the domestic or foreign limited partnership for which the agent is acting.(b) The name and current street address of the agent.(c) If the agent is acting for a domestic limited partnership, the address of the domestic limited partnership's record office.(d) If the agent is acting for a foreign limited partnership, the address of the foreign limited partnership's office in its state of organization.(e) A statement that the agent resigns. (2) The department shall note on one of the duplicates filed under sub. (1) the date of filing and shall mail that duplicate to the limited partnership at the address provided under sub. (1) (c) or (d). (3) A resignation under this section is effective on the earlier of the following:(a) Thirty days after the date on which the statement is filed under sub. (1).(b) The date on which the appointment of a successor agent is effective.History:  2001 a. 44.
WI Stat § 179.046 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 179 - Uniform limited partnership act.|179.046 - Change of registered office or agent.

179.046  Change of registered office or agent. (1) A limited partnership may change its registered office or registered agent, or both, by doing any of the following:(a) Delivering to the department for filing a statement of change, together with a fee of $10.(b) Including the name of its registered agent and the street address of its registered office, as changed, in an amendment to its certificate of limited partnership. (2) Except as provided in sub. (3), a statement of change under sub. (1) (a) shall include all of the following information:(a) The name of the limited partnership.(b) The name of its registered agent, as changed.(c) The street address of its registered agent, as changed.(d) A statement that, after the changes are made, the street addresses of its registered office and the business office of its registered agent will be identical. (3) If the name of a registered agent changes or if the street address of a registered agent's business office changes, the registered agent may change the name of the registered agent or the street address of the registered office, or both, of any limited partnership for which he, she, or it is the registered agent. To make a change under this subsection, the registered agent shall notify the limited partnership in writing of the change and deliver to the department for filing a signed statement that complies with sub. (2) and recites that the limited partnership has been notified of the change, together with a fee of $10. History:  2009 a. 237; 2011 a. 260.
WI Stat § 179.05 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 179 - Uniform limited partnership act.|179.05 - Required records.

179.05  Required records. (1) Each limited partnership shall keep at the record office under s. 179.04 (1) (a) all of the following:(a) A current list of the full name and last-known business address of each partner, separately identifying the general partners in alphabetical order and the limited partners in alphabetical order.(b) A copy of the certificate of limited partnership and all certificates of amendment, 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 for the 3 most recent years.(d) Copies of any effective written partnership agreements and of any financial statements of the limited partnership for the 3 most recent years.(e) Unless contained in an effective written partnership agreement or in a certificate of limited partnership in existence on April 28, 1990, a writing containing all of the following information:1. The amount of cash and a description and statement of the agreed value of the other property or services contributed by each partner and which each partner has agreed to contribute.2. The times at which or events on the happening of which any additional contributions agreed to be made by each partner are to be made.3. 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.4. Any events upon the happening of which the limited partnership is to be dissolved and its affairs wound up. (2) Records under sub. (1) are subject to inspection and copying at the reasonable request, and at the expense, of any partner during ordinary business hours.History:  1983 a. 173; 1985 a. 29; 1989 a. 232.
WI Stat § 179.06 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 179 - Uniform limited partnership act.|179.06 - Nature of business.

179.06  Nature of business. A limited partnership may carry on any business that a partnership without limited partners may carry on.History:  1983 a. 173.
WI Stat § 179.065 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 179 - Uniform limited partnership act.|179.065 - Conveyance of real property of the limited partnership.

179.065  Conveyance of real property of the limited partnership. (1) If title to real property is in the name of the limited partnership, a general partner may convey title to that property in the name of the limited partnership, unless the certificate of limited partnership provides otherwise. (2) Section 178.0302 (1) (b) and (c) governs the authority of a general partner to transfer real property if the property is not in the name of the limited partnership or if the conveyance is not executed in the name of the limited partnership.History:  1989 a. 231; 2015 a. 295.
WI Stat § 179.07 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 179 - Uniform limited partnership act.|179.07 - Business transactions of partner with limited partnership.

179.07  Business transactions of partner 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 has the same rights and obligations as a person who is not a partner.History:  1983 a. 173.
WI Stat § 179.08 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 179 - Uniform limited partnership act.|179.08 - Offer and sale of securities.

179.08  Offer and sale of securities. No limited partnership formed under this chapter and no other limited partnership may offer or sell any of its securities in this state, unless the securities are registered under ch. 551 or the securities or the offer or sale of the securities are exempted from registration under ch. 551.History:  1983 a. 173.
WI Stat § 179.10 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 179 - Uniform limited partnership act.|179.10 - Construction and application.

179.10  Construction and application. (1) This chapter shall be applied and construed to make uniform the law relating to limited partnerships among states enacting substantially identical laws. (2) Except when inconsistent with the provisions of this chapter, the provisions of ch. 178 also apply to a limited partnership.History:  1983 a. 173; 2015 a. 295.
WI Stat § 179.105 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 179 - Uniform limited partnership act.|179.105 - Transitional provisions.

179.105  Transitional provisions. (1) A limited partnership in existence on April 28, 1990, is not required to amend or restate its certificate of limited partnership to include the information specified in s. 179.11 (1) (dm). (2) Any provision of a certificate of limited partnership that is in existence on April 28, 1990, and that conforms with s. 179.31, 1987 stats., s. 179.32 (4) (intro.) or (5) (intro.), 1987 stats., s. 179.42 (1), 1987 stats., s. 179.53, 1987 stats., s. 179.55, 1987 stats., s. 179.64 (1) (a), 1987 stats., or s. 179.71 (1) or (3), 1987 stats., is enforceable on and after April 28, 1990, to the same extent that the provision would be enforceable under s. 179.31, 179.32 (4) (intro.) or (5) (intro.), 179.42 (1m), 179.53, 179.55, 179.64 (1) (a) or 179.71 (1m) or (3) if included in a partnership agreement. (3) If the application of s. 179.43, 179.54 or 179.74 to a limited partnership existing on September 1, 1984, would impair any contract provision in existence on September 1, 1984, s. 179.43, 179.54 or 179.74 does not apply to the limited partnership until the expiration of the contract or unless the parties to the contract agree otherwise.History:  1989 a. 232; 1991 a. 32.
WI Stat § 179.11 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 179 - Uniform limited partnership act.|179.11 - Certificate of limited partnership.

179.11  Certificate of limited partnership. (1) To form a limited partnership, a certificate of limited partnership must be executed and filed with the department. The certificate shall be filed together with a fee of $70, except that the department, by rule, may specify a larger fee for certificates that are filed in paper format. Each certificate shall contain all of the following information:(a) The name of the limited partnership.(c) The address of the record office and the name and address, including street and number, of the agent for service of process required to be maintained under s. 179.04.(d) The name and business address of each general partner.(dm) The latest date upon which the limited partnership is to dissolve, except as provided in s. 179.105.(m) Any other matters the general partners determine to include. (2) A limited partnership is formed at the time of the filing of the certificate of limited partnership with the department or at any later time specified in the certificate of limited partnership, if there has been substantial compliance with this section.History:  1983 a. 173; 1985 a. 29, 133; 1989 a. 232; 1995 a. 27; 2001 a. 44.