reglab/housing_qa huggingface dataset:
RI Gen L § 7-13-5 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-5 - Records to be kept.

§ 7-13-5. Records to be kept.Each limited partnership shall keep at the office referred to in § 7-13-4(1) the following:(1) A current list of the full name and last known business address of all partners separately identifying in alphabetical order, the general partners and limited partners;(2) A copy of the certificate of limited partnership and all certificates of amendment to it, together with executed copies of any powers of attorney pursuant to which any certificate has been executed;(3) Copies of the limited partnership's federal, state, and local income tax returns and reports, if any, for the three (3) most recent years;(4) Copies of any then effective written partnership agreements and of any financial statements of the limited partnerships for the three (3) most recent years. Those records are subject to inspection and copying at the reasonable request, and at the expense, of any partner during ordinary business hours;(5) Unless contained in a written partnership agreement, a writing setting out:(i) 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;(ii) 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;(iii) Any right of a partner to receive distribution, or of a general partner to make distributions to a partner, that include a return of all or any part of the partner's contribution; and(iv) Any events upon the happening of which the limited partnership is to be dissolved and its affairs wound up.History of Section.P.L. 1985, ch. 390, § 2; P.L. 1987, ch. 440, § 1.
RI Gen L § 7-13-6 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-6 - Nature of business.

§ 7-13-6. Nature of business.A limited partnership may carry on any business that a partnership without limited partners may carry on.History of Section.P.L. 1985, ch. 390, § 2.
RI Gen L § 7-13-7 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-7 - Business transactions of partner with partnership.

§ 7-13-7. Business transactions of partner with partnership.Except as provided in the partnership agreement, a partner may lend money to and transact any other business with the limited partnership and, subject to other applicable law, has the same rights and obligations with respect to that transaction of business as a person who is not a partner.History of Section.P.L. 1985, ch. 390, § 2.
RI Gen L § 7-13-8 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-8 - Formation - Certificate of limited partnership.

§ 7-13-8. Formation — Certificate of limited partnership.In order to form a limited partnership, a certificate of limited partnership shall be executed and filed in the office of the secretary of state, stating:(1) The name of the limited partnership;(2) The address of the office and the name and address of the agent for service of process required to be maintained by § 7-13-4;(3) The name and the business address of each general partner;(4) A mailing address for the limited partnership;(5) Any other matters the partners determine to include in the certificate.History of Section.P.L. 1985, ch. 390, § 2; P.L. 1987, ch. 440, § 1; P.L. 1989, ch. 379, § 1; P.L. 1997, ch. 188, § 4.
RI Gen L § 7-13-9 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-9 - Amendment to certificate.

§ 7-13-9. Amendment to certificate.(a) A certificate of limited partnership is amended by filing a certificate of amendment to it in the office of the secretary of state. The certificate shall state:(1) The name of the limited partnership;(2) The date of filing the certificate; and(3) The amendment to the certificate.(b) Within thirty (30) days after the happening of any of the following events, an amendment to a certificate of limited partnership reflecting the occurrence of the event or events shall be filed:(1) The admission of a new general partner;(2) The withdrawal of a general partner; or(3) The continuation of the business under § 7-13-44 after an event of withdrawal of a general partner.(c) 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 material respect, shall promptly amend the certificate.(d) A certificate of limited partnership may be amended at any time for any other proper purpose the general partners determine.(e) If an amendment to a certificate of limited partnership is filed in compliance with subsection (a) or (b), no person is subject to liability because the amendment was not filed earlier.(f) A restated certificate of limited partnership may be executed and filed in the same manner as a certificate of amendment.(g) Unless otherwise provided in this chapter or in the certificate of amendment, a certificate of amendment is effective at the time of its filing with the secretary of state.History of Section.P.L. 1985, ch. 390, § 2; P.L. 1987, ch. 440, § 1; P.L. 1988, ch. 84, § 6; P.L. 1989, ch. 379, § 1.
RI Gen L § 7-13-10 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-10 - Cancellation of certificate.

§ 7-13-10. Cancellation of certificate.A certificate of limited partnership is cancelled upon the dissolution and the commencement of winding up of the partnership or at any other time there are no limited partners, or upon the conversion of a limited partnership to a limited-liability company. When all fees and taxes have been paid to the tax administrator, as evidenced by an appropriate certificate of good standing issued by the Rhode Island division of taxation, a certificate of cancellation shall be filed in the office of the secretary of state and state:(1) The name of the limited partnership;(2) The date of filing of its certificate of limited partnership or certificate of conversion from a limited partnership to a limited-liability company, as the case may be;(3) The reason for filing the certificate of cancellation;(4) The effective date (which shall be a date certain) of cancellation if it is not to be effective upon the filing of the certificate; and(5) Any other information the general partners filing the certificate determine.History of Section.P.L. 1985, ch. 390, § 2; P.L. 1999, ch. 233, § 3; P.L. 2013, ch. 49, § 1; P.L. 2013, ch. 60, § 1; P.L. 2015, ch. 80, § 2; P.L. 2015, ch. 88, § 2.
RI Gen L § 7-13-11 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-11 - Execution of certificates.

§ 7-13-11. Execution of certificates.(a) Each certificate required by this chapter to be filed in the office of the secretary of state shall be executed in the following manner:(1) An original certificate of limited partnership, a certificate of cancellation, and a certificate of conversion to a limited partnership must be signed by all general partners; and(2) 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.(b) 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 or increase.(c) The execution of a certificate by a general partner constitutes an affirmation under the penalties of perjury that the facts stated in it are true.History of Section.P.L. 1985, ch. 390, § 2; P.L. 1987, ch. 440, § 1; P.L. 1999, ch. 233, § 3.
RI Gen L § 7-13-12 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-12 - Amendment or cancellation by judicial act.

§ 7-13-12. Amendment or cancellation by judicial act.If a person required by § 7-13-11 to execute a certificate of amendment or cancellation fails or refuses to do so, any other partner, and any assignee of a partnership interest, who is adversely affected by the failure or refusal, may petition the superior court to direct the amendment or cancellation. If the court finds that the amendment or cancellation is proper and that any person so designated has failed or refused to execute the certificate, it shall order the secretary of state to record an appropriate certificate of amendment or cancellation.History of Section.P.L. 1985, ch. 390, § 2.
RI Gen L § 7-13-13 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-13 - Filing in office of secretary of state - Certificate of conversion to a limited partnership.

§ 7-13-13. Filing in office of secretary of state — Certificate of conversion to a limited partnership.(a) The certificate of limited partnership and of any certificates of amendments or cancellation (or of any judicial decree of amendment or cancellation) shall be delivered to the secretary of state. A person who executes a certificate as an agent, attorney in fact, or fiduciary need not exhibit evidence of his or her authority as a prerequisite to filing. Any signature on any certificate authorized to be filed with the secretary of state under any provision of this chapter may be a facsimile. Unless the secretary of state finds that any certificate does not conform to law, upon receipt of all filing fees required by law the secretary shall:(1) Endorse on the original the word "Filed" and the day, month, and year of the filing of it;(2) File the original in his or her office.(3) [Deleted by P.L. 2005, ch. 36, § 8 and P.L. 2005, ch. 72, § 8.](b) Upon the filing of a certificate of amendment (or judicial decree of amendment) in the office of the secretary of state, the certificate of limited partnership or certificate of conversion as the case may be shall be amended as presented in the certificate, and on the effective date of a certificate of cancellation (or a judicial decree of cancellation), the certificate of limited partnership or certificate of conversion to a limited partnership is cancelled.History of Section.P.L. 1985, ch. 390, § 2; P.L. 1989, ch. 379, § 1; P.L. 1999, ch. 233, § 3; P.L. 2005, ch. 36, § 8; P.L. 2005, ch. 72, § 8.
RI Gen L § 7-13-14 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-14 - Liability for false statement in certificate.

§ 7-13-14. Liability for false statement in certificate.If any certificate of limited partnership or certificate of amendment or cancellation contains a false statement, one who suffers loss by reliance on the statement may recover damages for the loss from:(1) Any person who executes the certificate, or causes another to execute it on his or her behalf, and knew, and any general partner who knew or should have known, the statement to be false at the time the certificate was executed; and(2) Any general partner who subsequently knows or should have known that any arrangement or other fact described in the certificate has changed, making the statement inaccurate in any respect within a sufficient time before the statement was relied upon reasonably to have enabled that general partner to cancel or amend the certificate, or to file a petition for its cancellation or amendment under § 7-13-12.History of Section.P.L. 1985, ch. 390, § 2.
RI Gen L § 7-13-15 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-15 - Notice.

§ 7-13-15. Notice.The fact that a certificate of limited partnership is on file in the office of the secretary of state is notice that the partnership is a limited partnership and the persons designated in it as general partners are general partners, but it is not notice of any other fact.History of Section.P.L. 1985, ch. 390, § 2; P.L. 1987, ch. 440, § 1.
RI Gen L § 7-13-16 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-16 - Delivery of certificates to limited partners.

§ 7-13-16. Delivery of certificates to limited partners.Upon the return by the secretary of state pursuant to § 7-13-13 of a certificate marked "Filed", 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.History of Section.P.L. 1985, ch. 390, § 2.
RI Gen L § 7-13-17 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-17 - Admission of limited partners.

§ 7-13-17. Admission of limited partners.(a) A person becomes a limited partner on the later of:(1) The date the original certificate of limited partnership is filed; or(2) The date stated in the records of the limited partnership as the date that person will become a limited partner.(b) After the filing of a limited partnership's original certificate of limited partnership, a person may be admitted as an additional limited partner.(1) In the case of a person acquiring a partnership interest directly from the limited partnership, on the compliance with the partnership agreement, or if the partnership agreement does not so provide, on the written consent of all partners; and(2) In the case of an assignee of a partnership interest of a partner who has the power, as provided in § 7-13-42, to grant the assignee the right to become a limited partner, on the exercise of that power and compliance with any conditions limiting the grant or exercise of the power.History of Section.P.L. 1985, ch. 390, § 2; P.L. 1987, ch. 440, § 1.
RI Gen L § 7-13-18 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-18 - Voting - Rights of limited partners.

§ 7-13-18. Voting — Rights of limited partners.Subject to the provisions of § 7-13-19, 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) on any matter.History of Section.P.L. 1985, ch. 390, § 2; P.L. 1987, ch. 440, § 1.
RI Gen L § 7-13-20 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-20 - Person erroneously believing him or herself a limited partner.

§ 7-13-20. Person erroneously believing him or herself a limited partner.(a) Except as provided in subsection (b), a person who makes a contribution to a business enterprise and erroneously but in good faith believes that he or she 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, he or she:(1) Causes an appropriate certificate of limited partnership or a certificate of amendment to be executed and filed; or(2) Withdraws from future equity participation in the enterprise by executing and filing in the office of the secretary of state a certificate declaring withdrawal under this section.(b) A person who makes a contribution of the kind described in subsection (a) is liable as a general partner to any third party who transacts business with the enterprise:(i) Before the person withdraws and an appropriate certificate is filed to show withdrawal, or(ii) Before an appropriate certificate is filed to show his or her status as a limited partner and, in the case of an amendment, after expiration of the thirty (30) day period for filing an amendment relating to the person as a limited partner under § 7-13-9, but in either case only if the third party actually believed in good faith that the person was a general partner at the time of the transaction.History of Section.P.L. 1985, ch. 390, § 2.
RI Gen L § 7-13-21 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-21 - Information.

§ 7-13-21. Information.Each limited partner has the right to:(1) Inspect and copy any of the partnership records required to be maintained by § 7-13-5; and(2) Obtain from the general partners from time to time upon reasonable demand:(i) True and full information regarding the state of the business and financial condition of the limited partnership,(ii) Promptly after becoming available, a copy of the limited partnership's federal, state, and local income tax returns for each year, and(iii) Other information regarding the affairs of the limited partnership that is just and reasonable.History of Section.P.L. 1985, ch. 390, § 2.
RI Gen L § 7-13-22 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-22 - Admission of additional general partners.

§ 7-13-22. Admission of additional general partners.After the filing of a limited partnership's original certificate of limited partnership, additional general partners may be admitted as provided in the partnership agreement or, if the partnership agreement does not provide for the admission of additional general partners, with the written consent of all partners.History of Section.P.L. 1985, ch. 390, § 2.
RI Gen L § 7-13-23 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-23 - Events of withdrawal.

§ 7-13-23. Events of withdrawal.Except as approved by the specific written consent of all partners at the time, a person ceases to be a general partner of a limited partnership on the happening of any of the following events:(1) The general partner withdraws from the limited partnership as provided in § 7-13-32;(2) The general partner ceases to be a member of the limited partnership as provided in § 7-13-40;(3) The general partner is removed as a general partner in accordance with the partnership agreement;(4) Unless otherwise provided in writing in the partnership agreement, the general partner:(i) Makes an assignment for the benefit of creditors;(ii) Files a voluntary petition in bankruptcy;(iii) Is adjudicated a bankrupt or insolvent;(iv) Files a petition or answer seeking for himself or herself any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any statute, law, or regulation;(v) Files an answer or other pleading admitting or failing to contest the material allegation of a petition filed against him or her in any proceeding of this nature; or(vi) Seeks, consents to, or acquiesces in the appointment of a trustee, receiver, or liquidator of the general partner or of all or any substantial part of his or her properties;(5) Unless otherwise provided in writing in the partnership agreement, one hundred and twenty (120) days after the commencement of any proceeding against the general partner seeking reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any statute, law, or regulation, the proceeding has not been dismissed, or if within ninety (90) days after the appointment without his or her consent or acquiescence of a trustee, receiver, or liquidator of the general partner or of all or any substantial part of his or her properties, the appointment is not vacated or stayed or within ninety (90) days after the expiration of any stay, the appointment is not vacated;(6) In the case of a general partner who is a natural person:(i) His or her death; or(ii) The entry of an order by a court of competent jurisdiction adjudicating him or her incompetent to manage his or her person or his or her estate;(7) In the case of a general partner who is acting as a general partner by virtue of being a trustee of a trust, the termination of the trust (but not merely the substitution of a new trustee);(8) In the case of a general partner that is a separate partnership, the dissolution and commencement of winding up of the separate partnership;(9) In the case of a general partner that is a corporation, the filing of a certificate of dissolution, or its equivalent, for the corporation or the revocation of its charter; or(10) In the case of an estate, the distribution by the fiduciary of the estate's entire interest in the partnership.History of Section.P.L. 1985, ch. 390, § 2; P.L. 1987, ch. 440, § 1.
RI Gen L § 7-13-24 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-24 - General rights, powers, and liabilities.

§ 7-13-24. General rights, powers, and liabilities.(a) Except as provided in this chapter or in the partnership agreement, a general partner of a limited partnership has the rights and powers and is subject to the restrictions of a partner in a partnership without limited partners.(b) Except as provided in this chapter a general partner of a limited partnership has the liabilities of a partner in a partnership without limited partners to persons other than the partnership and the other partners. Except as provided in this chapter or in the partnership agreement, a general partner of a limited partnership has the liabilities of a partner in a partnership without limited partners to the partnership and to the other partners.History of Section.P.L. 1985, ch. 390, § 2; P.L. 1987, ch. 440, § 1.
RI Gen L § 7-13-25 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-25 - Contributions by general partner.

§ 7-13-25. Contributions by general partner.A general partner of a limited partnership may make contributions to the partnership and share in the profits and losses of, and in distributions from, the limited partnership as a general partner. A general partner also may make contributions to and share in profits, losses, and distributions as a limited partner. A person who is both a general partner and a limited partner has the rights and powers, and is subject to the restrictions and liabilities, of a general partner and, except as provided in the partnership agreement, also has the powers, and is subject to the restrictions, of a limited partner to the extent of his or her participation in the partnership as a limited partner.History of Section.P.L. 1985, ch. 390, § 2.
RI Gen L § 7-13-26 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-26 - Voting rights of general partners.

§ 7-13-26. Voting rights of general partners.The partnership agreement may grant to all or certain identified general partners the right to vote, on a per capita or any other basis, separately or with all or any class of the limited partners, on any matter.History of Section.P.L. 1985, ch. 390, § 2; P.L. 1987, ch. 440, § 1.
RI Gen L § 7-13-27 (2021)
2021 Rhode Island General Laws|Title 7 - Corporations, Associations and Partnerships|Chapter 7-13 - Limited Partnerships|Section 7-13-27 - Form of contribution.

§ 7-13-27. Form of contribution.The contribution of a partner may be in cash, property, or services rendered, or a promissory note or other obligation to contribute cash or property or to perform services.History of Section.P.L. 1985, ch. 390, § 2.