reglab/housing_qa huggingface dataset:
NM Stat § 54-1A-903 (2021)
2021 New Mexico Statutes|Chapter 54 - Partnerships|Article 1A - Uniform Partnerships|Article 9 - Conversions and Mergers.|Section 54-1A-903 - Conversion of limited partnership to partnership.

(a) A limited partnership may be converted to a partnership pursuant to this section. (b) Notwithstanding a provision to the contrary in a limited partnership agreement, the terms and conditions of a conversion of a limited partnership to a partnership must be approved by all of the partners. (c) After the conversion is approved by the partners, the limited partnership shall cancel its certificate of limited partnership. (d) The conversion takes effect when the certificate of limited partnership is canceled. (e) A limited partner who becomes a general partner as a result of the conversion remains liable only as a limited partner for an obligation incurred by the limited partnership before the conversion takes effect. Except as otherwise provided in Section 54-1A-306 NMSA 1978, the partner is liable as a general partner for an obligation of the partnership incurred after the conversion takes effect. History: Laws 1996, ch. 53, § 903; 1997, ch. 76, § 10. ANNOTATIONSThe 1997 amendment, effective July 1, 1997, added "Except as otherwise provided in Section 54-1A-306 NMSA 1978" at the beginning of the second sentence in Subsection (e).
NM Stat § 54-1A-904 (2021)
2021 New Mexico Statutes|Chapter 54 - Partnerships|Article 1A - Uniform Partnerships|Article 9 - Conversions and Mergers.|Section 54-1A-904 - Effect of conversion; entity unchanged.

(a) A partnership or limited partnership that has been converted pursuant to this article is for all purposes the same entity that existed before the conversion. (b) When a conversion takes effect: (1) all property owned by the converting partnership or limited partnership remains vested in the converted entity; (2) all obligations of the converting partnership or limited partnership continue as obligations of the converted entity; and (3) an action or proceeding pending against the converting partnership or limited partnership may be continued as if the conversion had not occurred. History: Laws 1996, ch. 53, § 904.
NM Stat § 54-1A-905 (2021)
2021 New Mexico Statutes|Chapter 54 - Partnerships|Article 1A - Uniform Partnerships|Article 9 - Conversions and Mergers.|Section 54-1A-905 - Merger of partnerships.

(a) Pursuant to a plan of merger approved as provided in Subsection (c), a partnership may be merged with one or more partnerships or limited partnerships. (b) The plan of merger must set forth: (1) the name of each partnership or limited partnership that is a party to the merger; (2) the name of the surviving entity into which the other partnerships or limited partnerships will merge; (3) whether the surviving entity is a partnership or a limited partnership and the status of each partner; (4) the terms and conditions of the merger; (5) the manner and basis of converting the interests of each party to the merger into interests or obligations of the surviving entity or into money or other property in whole or part; and (6) the street address of the surviving entity's chief executive office. (c) The plan of merger must be approved: (1) in the case of a partnership that is a party to the merger, by all of the partners, or a number or percentage specified for merger in the partnership agreement; and (2) in the case of a limited partnership that is a party to the merger, by the vote required for approval of a merger by the law of the state or foreign jurisdiction in which the limited partnership is organized and, in the absence of such a specifically applicable law, by all of the partners, notwithstanding a provision to the contrary in the partnership agreement. (d) After a plan of merger is approved and before the merger takes effect, the plan may be amended or abandoned as provided in the plan. (e) The merger takes effect on the later of: (1) the approval of the plan of merger by all parties to the merger, as provided in Subsection (c); (2) the filing of all documents required by law to be filed as a condition to the effectiveness of the merger; or (3) any effective date specified in the plan of merger. History: Laws 1996, ch. 53, § 905.
NM Stat § 54-1A-907 (2021)
2021 New Mexico Statutes|Chapter 54 - Partnerships|Article 1A - Uniform Partnerships|Article 9 - Conversions and Mergers.|Section 54-1A-907 - Statement of merger.

(a) After a merger, the surviving partnership or limited partnership may file a statement that one or more partnerships or limited partnerships have merged into the surviving entity. (b) A statement of merger must contain: (1) the name of each partnership or limited partnership that is a party to the merger; (2) the name of the surviving entity into which the other partnerships or limited partnerships were merged; (3) the street address of the surviving entity's chief executive office and of an office in this state, if any; and (4) whether the surviving entity is a partnership or a limited partnership. (c) Except as otherwise provided in Subsection (d), for the purposes of Section 302 [54-1A-302 NMSA 1978], property of the surviving partnership or limited partnership which before the merger was held in the name of another party to the merger is property held in the name of the surviving entity upon filing a statement of merger. (d) For the purposes of Section 302, real property of the surviving partnership or limited partnership which before the merger was held in the name of another party to the merger is property held in the name of the surviving entity upon recording a certified copy of the statement of merger in the office for recording transfers of that real property. (e) A filed and, if appropriate, recorded statement of merger, executed and declared to be accurate pursuant to Section 105(c) [54-1A-105(c) NMSA 1978], stating the name of a partnership or limited partnership that is a party to the merger in whose name property was held before the merger and the name of the surviving entity, but not containing all of the other information required by Subsection (b), operates with respect to the partnerships or limited partnerships named to the extent provided in Subsections (c) and (d). History: Laws 1996, ch. 53, § 907.
NM Stat § 54-1A-908 (2021)
2021 New Mexico Statutes|Chapter 54 - Partnerships|Article 1A - Uniform Partnerships|Article 9 - Conversions and Mergers.|Section 54-1A-908 - Nonexclusive.

This article is not exclusive. Partnerships or limited partnerships may be converted or merged in any other manner provided by law. History: Laws 1996, ch. 53, § 908.
NM Stat § 54-1A-1001 (2021)
2021 New Mexico Statutes|Chapter 54 - Partnerships|Article 1A - Uniform Partnerships|Article 10 - Conversion to Limited Partnership.|Section 54-1A-1001 - Statement of qualification.

(a) A partnership may become a limited liability partnership pursuant to this section. (b) The terms and conditions on which a partnership becomes a limited liability partnership shall be approved by the vote necessary to amend the partnership agreement except, in the case of a partnership agreement that expressly considers obligations to contribute to the partnership, the vote necessary to amend those provisions. (c) After the approval required by Subsection (b) of this section, a partnership may become a limited liability partnership by filing a statement of qualification. The statement shall contain: (1) the name of the partnership; (2) the street address of the partnership's chief executive office and, if different, the street address of an office in this state, if any; (3) if the partnership does not have an office in this state, the name and street address of the partnership's agent for service of process; (4) a statement that the partnership elects to be a limited liability partnership; and (5) a deferred effective date, if any. (d) The agent of a limited liability partnership for service of process must be an individual who is a resident of this state or other person authorized to do business in this state. (e) The status of a partnership as a limited liability partnership is effective on the later of the filing of the statement or a date specified in the statement. The status remains effective, regardless of changes in the partnership, until it is canceled pursuant to Section 54-1A-105(d) NMSA 1978 or revoked pursuant to Section 54-1A-1003 NMSA 1978. (f) The status of a partnership as a limited liability partnership and the liability of its partners is not affected by errors or later changes in the information required to be contained in the statement of qualification under Subsection (c) of this section. (g) The filing of a statement of qualification establishes that a partnership has satisfied all conditions precedent to the qualification of the partnership as a limited liability partnership. (h) An amendment or cancellation of a statement of qualification is effective when it is filed or on a deferred effective date specified in the amendment or cancellation. History: 1978 Comp., § 54-1A-1001, enacted by Laws 1997, ch. 76, § 14. ANNOTATIONSRecompilations. — Laws 1997, ch. 76, § 12, recompiles former 54-1A-1001 NMSA 1978, relating to uniformity of application and construction, as 54-1A-1201 NMSA 1978, effective July 1, 1997.
NM Stat § 54-1A-1002 (2021)
2021 New Mexico Statutes|Chapter 54 - Partnerships|Article 1A - Uniform Partnerships|Article 10 - Conversion to Limited Partnership.|Section 54-1A-1002 - Statement of qualification; name.

The name of a limited liability partnership must end with "Registered Limited Liability Partnership", "Limited Liability Partnership", "R.L.L.P.", "L.L.P.", "RLLP" or "LLP". History: 1978 Comp., § 54-1A-1002, enacted by Laws 1997, ch. 76, § 15. ANNOTATIONSRecompilations. — Laws 1997, ch. 76, § 12, recompiles former 54-1A-1002 NMSA 1978, relating to short title, as 54-1A-1202 NMSA 1978, effective July 1, 1997.
NM Stat § 54-1A-1003 (2021)
2021 New Mexico Statutes|Chapter 54 - Partnerships|Article 1A - Uniform Partnerships|Article 10 - Conversion to Limited Partnership.|Section 54-1A-1003 - Annual report.

(a) A limited liability partnership, and a foreign limited liability partnership authorized to transact business in this state, shall file an annual report in the office of the secretary of state which contains: (1) the name of the limited liability partnership and the state or other jurisdiction under whose laws the foreign limited liability partnership is formed; (2) the street address of the partnership's chief executive office and, if different, the street address of an office of the partnership in this state, if any; and (3) if the partnership does not have an office in this state, the name and street address of the partnership's current agent for service of process. (b) An annual report must be filed between January 1 and April 1 of each year following the calendar year in which a partnership files a statement of qualification or a foreign partnership becomes authorized to transact business in this state. (c) The secretary of state may revoke the statement of qualification of a partnership that fails to file an annual report when due or pay the required filing fee. To do so, the secretary of state shall provide the partnership at least 60 days' written notice of intent to revoke the statement. The notice must be mailed to the partnership at its chief executive office set forth in the last statement of qualification or annual report. The notice must specify the annual report that has not been filed, the fee that has not been paid and the effective date of the revocation. The revocation is not effective if the annual report is filed and the fee is paid before the effective date of the revocation. (d) A revocation under Subsection (c) of this section only affects a partnership's status as a limited liability partnership and is not an event of dissolution of the partnership. (e) A partnership whose statement of qualification has been revoked may apply to the secretary of state for reinstatement within two years after the effective date of the revocation. The application must state: (1) the name of the partnership and the effective date of the revocation; and (2) that the ground for revocation either did not exist or has been corrected. (f) A reinstatement under Subsection (e) of this section relates back to and takes effect as of the effective date of the revocation, and the partnership's status as a limited liability partnership continues as if the revocation had never occurred. History: 1978 Comp., § 54-1A-1003, enacted by Laws 1997, ch. 76, § 16. ANNOTATIONSRecompilations. — Laws 1997, ch. 76, § 12, recompiles former 54-1A-1003 NMSA 1978, relating to savings clause, as 54-1A-1203 NMSA 1978, effective July 1, 1997.
NM Stat § 54-1A-1005 (2021)
2021 New Mexico Statutes|Chapter 54 - Partnerships|Article 1A - Uniform Partnerships|Article 10 - Conversion to Limited Partnership.|Section 54-1A-1005 - Recompiled.

ANNOTATIONSRecompilations. — Laws 1997, ch. 76, §§ 12 and 13 recompile former 54-1A-1004 and 54-1A-1005 NMSA 1978 as 54-1A-1204 and 54-1A-1205 NMSA 1978, respectively, effective July 1, 1997.
NM Stat § 54-1A-1101 (2021)
2021 New Mexico Statutes|Chapter 54 - Partnerships|Article 1A - Uniform Partnerships|Article 11 - Foreign Limited Partnership.|Section 54-1A-1101 - Law governing foreign limited liability partnership.

(a) The law under which a foreign limited liability partnership is formed governs relations among the partners and between the partners and the partnership and the liability of partners for obligations of the partnership. (b) A foreign limited liability partnership may not be denied a statement of foreign qualification by reason of any difference between the law under which the partnership was formed and the law of this state. (c) A statement of foreign qualification does not authorize a foreign limited liability partnership to engage in any business or exercise any power that a partnership may not engage in or exercise in this state as a limited liability partnership. History: Laws 1997, ch. 76, § 17.
NM Stat § 54-1A-1102 (2021)
2021 New Mexico Statutes|Chapter 54 - Partnerships|Article 1A - Uniform Partnerships|Article 11 - Foreign Limited Partnership.|Section 54-1A-1102 - Statement of foreign qualification.

(a) Before transacting business in this state, a foreign limited liability partnership must file a statement of foreign qualification. The statement must contain: (1) the name of the foreign limited liability partnership which satisfies the requirements of the state or other jurisdiction under whose law it is formed and ends with "Registered Limited Liability Partnership", "Limited Liability Partnership", "R.L.L.P.", "L.L.P.", "RLLP" or "LLP"; (2) the street address of the partnership's chief executive office and, if different, the street address of an office of the partnership in this state, if any; (3) if there is no office of the partnership in this state, the name and street address of the partnership's agent for service of process; and (4) a deferred effective date, if any. (b) The agent of a foreign limited liability company for service of process must be an individual who is a resident of this state or other person authorized to do business in this state. (c) The status of a partnership as a foreign limited liability partnership is effective on the later of the filing of the statement of foreign qualification or a date specified in the statement. The status remains effective, regardless of changes in the partnership, until it is canceled pursuant to Section 54-1A-105(d) NMSA 1978 or revoked pursuant to Section 54-1A-1003 NMSA 1978. (d) An amendment or cancellation of a statement of foreign qualification is effective when it is filed or on a deferred effective date specified in the amendment or cancellation. History: Laws 1997, ch. 76, § 18.
NM Stat § 54-1A-1103 (2021)
2021 New Mexico Statutes|Chapter 54 - Partnerships|Article 1A - Uniform Partnerships|Article 11 - Foreign Limited Partnership.|Section 54-1A-1103 - Effect of failure to qualify.

(a) A foreign limited liability partnership transacting business in this state may not maintain an action or proceeding in this state unless it has in effect a statement of foreign qualification. (b) The failure of a foreign limited liability partnership to have in effect a statement of foreign qualification does not impair the validity of a contract or act of the foreign limited liability partnership or preclude it from defending an action or proceeding in this state. (c) A limitation on personal liability of a partner is not waived solely by transacting business in this state without a statement of foreign qualification. (d) If a foreign limited liability partnership transacts business in this state without a statement of foreign qualification, the secretary of state is its agent for service of process with respect to a right of action arising out of the transaction of business in this state. History: Laws 1997, ch. 76, § 19.
NM Stat § 54-1A-1104 (2021)
2021 New Mexico Statutes|Chapter 54 - Partnerships|Article 1A - Uniform Partnerships|Article 11 - Foreign Limited Partnership.|Section 54-1A-1104 - Activities not constituting transacting business.

(a) Activities of a foreign limited liability partnership, which do not constitute transacting business for the purpose of the Uniform Partnership Act (1994) [54-1A-101 to 54-1A-1206 NMSA 1978], include: (1) maintaining, defending or settling an action or proceeding whether judicial, administrative, arbitration or mediation; (2) holding meetings of its partners or carrying on any other activity concerning its internal affairs; (3) maintaining bank accounts; (4) maintaining offices or agencies for the transfer, exchange and registration of the partnership's own securities or appointing and maintaining trustees or depositories with respect to those securities; (5) selling through independent contractors; (6) soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside this state before they become contracts; (7) creating as borrower or lender or acquiring indebtedness, with or without a mortgage or other security interest in real or personal property; (8) securing or collecting debts or foreclosure mortgages or other security interests in property securing the debts, and holding, protecting and maintaining property so acquired; (9) investing in or acquiring, in transactions outside New Mexico, royalties and other non-operating mineral interests; executing division orders, contracts of sale and other instruments incidental to the ownership of such non-operating mineral interests; (10) owning or controlling an interest in a corporation that transacts business in this state or is organized under the laws of this state; (11) being a partner in a partnership, including a limited liability partnership, that transacts business in this state or is organized under the laws of this state; (12) being a member or manager of a limited liability company that transacts business in this state or is organized under the laws of this state; (13) conducting an isolated transaction that is completed within thirty days and is not one in the course of similar transactions; and (14) transacting business in interstate commerce. (b) For purposes of the Uniform Partnership Act (1994), the ownership in this state of income-producing real property or tangible personal property, other than property excluded under Subsection (a) of this section constitutes transacting business in this state. (c) This section does not apply in determining the contracts or activities that may subject a foreign limited liability partnership to service of process, taxation or regulation under any other law of this state. History: Laws 1997, ch. 76, § 20.
NM Stat § 54-1A-1105 (2021)
2021 New Mexico Statutes|Chapter 54 - Partnerships|Article 1A - Uniform Partnerships|Article 11 - Foreign Limited Partnership.|Section 54-1A-1105 - Action by attorney general.

The attorney general may maintain an action to restrain a foreign limited partnership from transacting business in this state in violation of the Uniform Limited Partnership Act [repealed]. History: Laws 1997, ch. 76, § 21. ANNOTATIONSBracketed material. — The bracketed material was inserted by the compiler and is not part of the law. Laws 2007, ch. 129, § 1206 repealed the Uniform Limited Partnership Act, Sections 54-2-1 through 54-2-63 NMSA 1978, effective January 1, 2009. For comparable provisions, see the Uniform Revised Limited Partnership Act, Chapter 54, Article 2A NMSA 1978.
NM Stat § 54-1A-1201 (2021)
2021 New Mexico Statutes|Chapter 54 - Partnerships|Article 1A - Uniform Partnerships|Article 12 - Miscellaneous Provisions.|Section 54-1A-1201 - Uniformity of application and construction.

The Uniform Partnership Act (1994) [54-1A-101 to 54-1A-1206 NMSA 1978] shall be applied and construed to effectuate its general purpose to make uniform the law with respect to the subject of that act among states enacting it. History: Laws 1996, ch. 53, § 1001; 1978 Comp., 54-1A-1001, recompiled as 1978 Comp., § 54-1A-1201 by Laws 1997, ch. 76, § 12. ANNOTATIONSRecompilations. — Laws 1997, ch. 76, § 12, recompiles 54-1A-1001 NMSA 1978 as 54-1A-1201 NMSA 1978, effective July 1, 1997. Effective dates. — Laws 1996, ch. 53, § 1007 makes the Uniform Partnership Act effective on July 1, 1997.
NM Stat § 54-1A-1202 (2021)
2021 New Mexico Statutes|Chapter 54 - Partnerships|Article 1A - Uniform Partnerships|Article 12 - Miscellaneous Provisions.|Section 54-1A-1202 - Short title.

This act [54-1A-101 to 54-1A-1206 NMSA 1978] may be cited as the "Uniform Partnership Act (1994)". History: Laws 1996, ch. 53, § 1002; 1978 Comp., 54-1A-1002, recompiled as 1978 Comp., § 54-1A-1202 by Laws 1997, ch. 76, § 12. ANNOTATIONSEffective dates. — Laws 1996, ch. 53, § 1007 makes the Uniform Partnership Act (1994) effective on July 1, 1997. Recompilations. — Laws 1997, ch. 76, § 12, recompiles 54-1A-1002 NMSA 1978 as 54-1A-1202 NMSA 1978, effective July 1, 1997.
NM Stat § 54-1A-1203 (2021)
2021 New Mexico Statutes|Chapter 54 - Partnerships|Article 1A - Uniform Partnerships|Article 12 - Miscellaneous Provisions.|Section 54-1A-1203 - Savings clause.

The Uniform Partnership Act (1994) [54-1A-101 to 54-1A-1206 NMSA 1978] does not affect an action or proceeding commenced or right accrued before that act takes effect. History: Laws 1996, ch. 53, § 1003; 1978 Comp., 54-1A-1003, recompiled as 1978 Comp., § 54-1A-1203 by Laws 1997, ch. 76, § 12. ANNOTATIONSRecompilations. — Laws 1997, ch. 76, § 12, recompiles 54-1A-1003 NMSA 1978 as 54-1A-1203 NMSA 1978, effective July 1, 1997.
NM Stat § 54-1A-1204 (2021)
2021 New Mexico Statutes|Chapter 54 - Partnerships|Article 1A - Uniform Partnerships|Article 12 - Miscellaneous Provisions.|Section 54-1A-1204 - Severability.

If any provision of the Uniform Partnership Act (1994) [54-1A-101 to 54-1A-1206 NMSA 1978] or its application to any person or circumstance is held invalid, the invalidity does not affect other provisions or applications of that act which can be given effect without the invalid provision or application, and to this end the provisions of that act are severable. History: Laws 1996, ch. 53, § 1004; 1978 Comp., 54-1A-1004, recompiled as 1978 Comp., § 54-1A-1204 by Laws 1997, ch. 76, § 12. ANNOTATIONSRecompilations. — Laws 1997, ch. 76, § 12, recompiles 54-1A-1004 NMSA 1978 as 54-1A-1204 NMSA 1978, effective July 1, 1997.