reglab/housing_qa huggingface dataset:
IN Code § 23-16-8-2 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 16. Limited Partnerships|Chapter 8. Assignment of Partnership Interests|23-16-8-2. Assignment of Partnership Interest

Sec. 2. Unless otherwise provided in the partnership agreement:(1) a partnership interest is assignable in whole or in part;(2) an assignment of a partnership interest does not dissolve a limited partnership or entitle the assignee to become a partner or to exercise any rights or powers of a partner;(3) an assignment entitles the assignee to share in the profits and losses, to receive the distribution or distributions, and to receive the allocation of income, gain, loss, deduction, or credit or similar item to which the assignor was entitled, to the extent assigned; and(4) a partner ceases to be a partner and to have the power to exercise any rights or powers of a partner upon assignment of all of the partner's partnership interest.As added by P.L.147-1988, SEC.1.
IN Code § 23-16-8-3 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 16. Limited Partnerships|Chapter 8. Assignment of Partnership Interests|23-16-8-3. Rights of Creditor

Sec. 3. On application to a court by any judgment creditor of a partner, the court may charge the partnership interest of the partner with payment of the unsatisfied amount of the judgment, with interest. To the extent so charged, the judgment creditor has only the rights of an assignee of the partnership interest. This article does not deprive any partner of the benefit of any exemption laws applicable to the partner's partnership interest.As added by P.L.147-1988, SEC.1.
IN Code § 23-16-8-4 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 16. Limited Partnerships|Chapter 8. Assignment of Partnership Interests|23-16-8-4. Right of Assignee to Become Limited Partner

Sec. 4. (a) An assignee of a partnership interest, including an assignee of a general partner, may become a limited partner, if and to the extent that:(1) the partnership agreement so provides; or(2) all other partners consent in writing.(b) An assignee who has become a limited partner has, to the extent assigned, the rights and powers, and is subject to the restrictions and liabilities, of a limited partner under the partnership agreement and this article. An assignee who becomes a limited partner also is liable for the obligations of the assignor to make contributions as provided in IC 23-16-6-2. However, the assignee is not obligated for liabilities that were unknown to the assignee at the time the assignee became a limited partner and that could not be ascertained from the partnership agreement. Additionally, the assignee is not liable for any accrued liabilities of the assignor at the time of such assignment unless the assignee specifically assumes such liabilities.(c) If an assignee of a partnership interest becomes a limited partner, the assignor is not released from the assignor's liabilities to the limited partnership under IC 23-16-3-8, IC 23-16-6, and IC 23-16-7, unless such liabilities are specifically assumed by the assignee under subsection (b).As added by P.L.147-1988, SEC.1.
IN Code § 23-16-8-5 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 16. Limited Partnerships|Chapter 8. Assignment of Partnership Interests|23-16-8-5. Power of Estate of Deceased or Incompetent Partner

Sec. 5. (a) If a partner who is an individual dies or a court adjudges the partner to be mentally incompetent, the partner's personal representative, guardian, conservator, or other legal representative may exercise all of the partner's rights for the purpose of settling the partner's estate or administering the partner's property, including any power the partner had to give an assignee the right to become a limited partner.(b) If a partner is a corporation, trust, or other entity and is dissolved or terminated, the powers of that partner may be exercised by the partner's legal representative or successor.As added by P.L.147-1988, SEC.1. Amended by P.L.33-1989, SEC.22.
IN Code § 23-16-9-1 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 16. Limited Partnerships|Chapter 9. Dissolution|23-16-9-1. Nonjudicial Dissolution

Sec. 1. (a) A limited partnership is dissolved and its affairs shall be wound up upon the occurrence of the first of the following:(1) At the time specified in the certificate of limited partnership.(2) Upon the occurrence of events specified in the partnership agreement.(3) Subject to a requirement in the partnership agreement requiring the approval by a greater or lesser percentage of limited partners and general partners, upon the written consent of all general partners and the affirmative vote of two-thirds (2/3) in interest of each class of limited partners.(4) Except as provided in subsection (b), an event of withdrawal of a general partner, unless:(A) at the time there is at least one (1) other general partner;(B) the partnership agreement permits the business of the limited partnership to be carried on by the remaining general partner; and(C) the remaining general partner carries on the business of the limited partnership.(5) The entry of a decree of judicial dissolution under section 2 of this chapter.(b) A limited partnership is not dissolved and is not required to be wound up by reason of any event of withdrawal of a general partner if, within ninety (90) days after the withdrawal, all partners (or such lesser percentage as may be provided in the partnership agreement) agree in writing to continue the business of the limited partnership and agree in writing to the appointment of one (1) or more additional general partners if necessary or desired.As added by P.L.147-1988, SEC.1.
IN Code § 23-16-9-2 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 16. Limited Partnerships|Chapter 9. Dissolution|23-16-9-2. Judicial Dissolution

Sec. 2. On application by or for a partner, the circuit or superior court of the county in which the office of the limited partnership referred to in IC 23-0.5-4 is located may decree dissolution of a limited partnership whenever it is not reasonably practicable to carry on the business in conformity with the partnership agreement. If the office referred to in IC 23-0.5-4 is not within Indiana, the application may be made to the circuit or superior court of the county in which the registered agent referred to in IC 23-0.5-4 is located.As added by P.L.147-1988, SEC.1. Amended by P.L.118-2017, SEC.75.
IN Code § 23-16-9-3 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 16. Limited Partnerships|Chapter 9. Dissolution|23-16-9-3. Winding Up

Sec. 3. (a) Unless otherwise provided in the partnership agreement, the general partners who have not wrongfully dissolved a limited partnership or, if none, the limited partners, may wind up the limited partnership's affairs. However, the circuit or superior court of the county in which the office of the limited partnership referred to in IC 23-0.5-4 is located, or if the office referred to in IC 23-0.5-4 is not within Indiana, the circuit or superior court of the county in which the business address of the registered agent referred to in IC 23-0.5-4 is located, may wind up the limited partnership's affairs upon application of any partner or of any partner's legal representative or assignee, and in connection with the winding up, may appoint a liquidating trustee.(b) Upon the dissolution of a limited partnership, the persons winding up the affairs of a limited partnership may, in the name of the limited partnership and for and on behalf of the limited partnership, prosecute and defend civil, criminal, and administrative proceedings, settle and close the limited partnership's business, dispose of and convey the limited partnership's property, discharge the limited partnership's liabilities, and distribute to the partners any remaining assets of the limited partnership, all without affecting the liability of limited partners.As added by P.L.147-1988, SEC.1. Amended by P.L.118-2017, SEC.76.
IN Code § 23-16-9-4 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 16. Limited Partnerships|Chapter 9. Dissolution|23-16-9-4. Distribution of Assets

Sec. 4. Upon the winding up of a limited partnership, the assets shall be distributed as follows:(1) To creditors, including partners who are creditors, to the extent permitted by law, in satisfaction of liabilities of the limited partnership (whether by payment or by establishment of adequate reserves) other than liabilities for distributions to partners under IC 23-16-7-1 and IC 23-16-7-4.(2) Unless otherwise provided in the partnership agreement, to partners and former partners in satisfaction of liabilities for distributions under IC 23-16-7-1 and IC 23-16-7-4.(3) Unless otherwise provided in the partnership agreement, to partners first for the return of their contributions and second respecting their partnership interests, in the proportions in which the partners share in distributions.As added by P.L.147-1988, SEC.1.
IN Code § 23-16-11-1 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 16. Limited Partnerships|Chapter 11. Derivative Actions|23-16-11-1. Right of Action

Sec. 1. A limited partner may bring an action in the right of a limited partnership to recover a judgment in favor of the limited partnership if:(1) general partners with authority to bring such an action have refused to bring the action; or(2) an effort to cause those general partners to bring the action is not likely to succeed.As added by P.L.147-1988, SEC.1.
IN Code § 23-16-11-2 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 16. Limited Partnerships|Chapter 11. Derivative Actions|23-16-11-2. Proper Plaintiff

Sec. 2. In a derivative action under this chapter, the plaintiff must be a partner at the time of bringing the action, and:(1) the plaintiff must have been a partner at the time of the transaction of which the plaintiff complains in the action; or(2) the status of the plaintiff as a partner must have devolved upon the plaintiff, by operation of law or under the terms of the partnership agreement, from a person who was a partner at the time of the transaction.As added by P.L.147-1988, SEC.1.
IN Code § 23-16-11-3 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 16. Limited Partnerships|Chapter 11. Derivative Actions|23-16-11-3. Pleading

Sec. 3. In a derivative action under this chapter, the complaint must set forth with particularity the effort of the plaintiff to secure initiation of the action by a general partner or the reasons for not making the effort to secure initiation of the action by a general partner.As added by P.L.147-1988, SEC.1.
IN Code § 23-16-11-4 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 16. Limited Partnerships|Chapter 11. Derivative Actions|23-16-11-4. Expenses

Sec. 4. (a) If a derivative action under this chapter is successful, in whole or in part, or if anything is received by the plaintiff as a result of a judgment, compromise, or settlement of an action or claim, the court may award the plaintiff reasonable expenses, including reasonable attorney's fees, and shall direct the plaintiff to remit to the limited partnership the remainder of those proceeds received by the plaintiff.(b) If the plaintiff is awarded damages in an action under this chapter, the court shall make the award of reasonable expenses payable out of the plaintiff's total award and direct the plaintiff to remit the balance of the total award to the limited partnership. However, if the damages awarded to the plaintiff are insufficient to reimburse the plaintiff's reasonable expenses, the court may direct that part or all of the plaintiff's award of reasonable expenses be paid by the limited partnership.As added by P.L.147-1988, SEC.1.
IN Code § 23-16-12-1 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 16. Limited Partnerships|Chapter 12. Miscellaneous|23-16-12-1. Construction and Application of Article

Sec. 1. (a) This article shall be applied and construed to effectuate its general purpose.(b) The rule that statutes in derogation of the common law are to be strictly construed does not apply to this article.As added by P.L.147-1988, SEC.1.
IN Code § 23-16-12-2 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 16. Limited Partnerships|Chapter 12. Miscellaneous|23-16-12-2. Applicability of Article to Domestic and Foreign Limited Partnerships After Effective Date and After Repeal of Antecedent Provisions

Sec. 2. (a) After July 1, 1988, this article applies to all domestic and foreign limited partnerships, except as provided in this section.(b) IC 23-16-6-1, IC 23-16-6-2, and IC 23-16-7-8 apply only to contributions and distributions made after July 1, 1988.(c) IC 23-16-8-4 applies only to assignments made after July 1, 1988.(d) IC 23-16-10 (repealed January 1, 2018) does not apply before January 1, 1989.(e) Unless agreed otherwise by all of the partners, the applicable provisions of IC 23-4-2 (repealed effective July 1, 1993) governing allocation of profits and losses (rather than the provisions of IC 23-16-6-3), distributions to a withdrawing partner (rather than the provisions of IC 23-16-7-4), and distribution of assets upon the winding up of a limited partnership (rather than the provisions of IC 23-16-9-4) govern limited partnerships formed before July 1, 1988.(f) A limited partnership existing under IC 23-4-2 before July 1, 1988, is not required to file a certificate of limited partnership complying with IC 23-16-3 with the secretary of state, and is not subject to or governed by IC 23-16-3-2, until the earlier of the following:(1) The voluntary filing by the limited partnership of a certificate of limited partnership with the secretary of state in the manner required by this article.(2) July 1, 1993.(g) Until July 1, 1993, a limited partnership existing under IC 23-4-2 before July 1, 1988, that does not file a certificate of limited partnership in accordance with subsection (f)(1) is governed by IC 23-4-2.(h) If a limited partnership existing under IC 23-4-2 before July 1, 1988, does not file a certificate of limited partnership or a certificate of amendment with the secretary of state by July 1, 1993, and no event has occurred that, under this article, requires the filing of a certificate of amendment, then:(1) the limited partnership continues to exist as a limited partnership under this article, and the failure to file a certificate with the secretary of state does not impair the validity of any contract or act of the limited partnership nor prevent the limited partnership from defending any action in any court in Indiana;(2) a limited partner of the limited partnership is not liable as a general partner solely by reason of the failure to file a certificate with the secretary of state; and(3) the limited partnership may not maintain an action in any court of Indiana until it has filed a certificate with the secretary of state in compliance with this article.(i) All references to this article in the limited partnership agreement and other rules that govern the internal affairs of a limited partnership are considered references to IC 23-0.5 and IC 23-0.6 also.As added by P.L.147-1988, SEC.1. Amended by P.L.226-1989, SEC.26; P.L.3-1990, SEC.83; P.L.118-2017, SEC.78.
IN Code § 23-16-12-3 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 16. Limited Partnerships|Chapter 12. Miscellaneous|23-16-12-3. Rules for Cases Not Provided for in This Article

Sec. 3. In any case not provided for in this article, the provisions of IC 23-0.5 and IC 23-4-1 govern.As added by P.L.147-1988, SEC.1. Amended by P.L.118-2017, SEC.79.
IN Code § 23-17-1-0.2 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 17. Nonprofit Corporations|Chapter 1. Application|23-17-1-0.2. Effect of Repeal of Ic 23-7-1.1; Effect of Reduction by p.l.179-1991 of Penalty or Punishment

Sec. 0.2. (a) Except as provided in subsection (b), the repeal of IC 23-7-1.1 by P.L.179-1991 does not affect the following:(1) Any action taken:(A) under:(i) IC 23-7-1.1;(ii) the Indiana general not-for-profit corporation act of 1935; or(iii) any prior law under which domestic nonprofit entities were organized;before the repeal of IC 23-7-1.1; or(B) before the applicability of P.L.179-1991 to a nonprofit entity;whichever is later, including the continuing validity of a domestic nonprofit entity's articles of incorporation, bylaws, or other organic documents, indemnification provisions for directors, officers, employees, and agents, resolutions of the board of directors or governing body and name.(2) A ratification, a right, a remedy, a privilege, an obligation, or a liability acquired, accrued, or incurred before the applicability of P.L.179-1991 to a nonprofit entity under:(A) IC 23-7-1.1 (before its repeal);(B) the Indiana general not-for-profit corporation act of 1935 before the repeal of IC 23-7-1.1; or(C) any prior law under which domestic nonprofit entities were organized.(3) A:(A) violation of:(i) IC 23-7-1.1 (before its repeal);(ii) the Indiana general not-for-profit corporation act of 1935; or(iii) any prior law under which domestic nonprofit entities were organized; or(B) penalty, forfeiture, or punishment incurred because of the violation before the applicability of P.L.179-1991 to a nonprofit entity.(4) A proceeding, reorganization, or dissolution commenced before the applicability of P.L.179-1991 to a nonprofit entity under:(A) IC 23-7-1.1 (before its repeal);(B) the Indiana general not-for-profit corporation act of 1935 before the repeal of IC 23-7-1.1; or(C) any prior law under which domestic nonprofit entities were organized.The proceeding, reorganization, or dissolution may be completed in accordance with IC 23-7-1.1 (before its repeal), the Indiana general not-for-profit corporation act of 1935, or any prior law under which nonprofit corporations were organized as if P.L.179-1991 had not been enacted.(5) Any action as a result of a meeting of members or directors or action by written consent taken before the applicability of P.L.179-1991 to a nonprofit entity.(b) If a penalty or punishment imposed for a violation of:(1) IC 23-7-1.1 (before its repeal);(2) the Indiana general not-for-profit corporation act of 1935; or(3) any prior law under which domestic nonprofit entities were organized;is reduced by P.L.179-1991, the penalty or punishment shall, if not already imposed, be imposed in accordance with P.L.179-1991.As added by P.L.220-2011, SEC.383.
IN Code § 23-17-1-1 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 17. Nonprofit Corporations|Chapter 1. Application|23-17-1-1. Domestic Corporations; Application of Article

Sec. 1. (a) After July 31, 1993, this article applies to a domestic corporation in existence on July 31, 1993, that was incorporated under or subject to the following:(1) IC 23-7-1.1 (repealed).(2) The Indiana general not for profit corporation act of 1935.(b) After July 31, 1991, an entity organized under Indiana law for a purpose for which a corporation may be organized under this article may accept the provisions of this article and avail the corporation of the rights, privileges, immunities, and franchises provided by this article by taking the following actions:(1) The entity's board of directors or governing body must adopt a resolution electing to have this article apply to the entity.(2) The resolution must specify a date after July 31, 1991, after which the provisions of this article will apply to the entity.(3) The resolution must be filed with the secretary of state, with a statement providing the name and address of the entity's registered agent before the date specified under subdivision (2).As added by P.L.179-1991, SEC.1. Amended by P.L.1-2010, SEC.93.
IN Code § 23-17-1-2 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 17. Nonprofit Corporations|Chapter 1. Application|23-17-1-2. Foreign Corporations; Application of Article

Sec. 2. After July 31, 1993, this article applies to a foreign corporation that desires to transact business in Indiana. A foreign corporation authorized to transact business in Indiana on July 31, 1993, is subject to this article but is not required to obtain a new certificate of authority to transact business under this article.As added by P.L.179-1991, SEC.1.
IN Code § 23-17-1-3 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 17. Nonprofit Corporations|Chapter 1. Application|23-17-1-3. Official Comments; Publication; Construction and Application of Article

Sec. 3. Official comments may be published by the Indiana business law survey commission and, after publication, the comments may be consulted by the courts to determine the underlying reasons, purposes, and policies of this article and may be used as a guide in this article's construction and application.As added by P.L.179-1991, SEC.1. Amended by P.L.130-2006, SEC.24.
IN Code § 23-17-1-4 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 17. Nonprofit Corporations|Chapter 1. Application|23-17-1-4. Article Citation

Sec. 4. This article may be cited as the Indiana Nonprofit Corporation Act of 1991.As added by P.L.96-1993, SEC.4.
IN Code § 23-17-1-5 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 17. Nonprofit Corporations|Chapter 1. Application|23-17-1-5. References

Sec. 5. All references to this article in the articles of incorporation, bylaws, and other rules that govern the internal affairs of a nonprofit corporation are considered references to IC 23-0.5 and IC 23-0.6 also.As added by P.L.118-2017, SEC.85.
IN Code § 23-17-2-1 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 17. Nonprofit Corporations|Chapter 2. Definitions|23-17-2-1. Application of Chapter

Sec. 1. The definitions in this chapter apply throughout this article.As added by P.L.179-1991, SEC.1.
IN Code § 23-17-2-2 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 17. Nonprofit Corporations|Chapter 2. Definitions|23-17-2-2. "Approved by the Members"

Sec. 2. "Approved by the members" means the votes cast favoring an action exceed the votes cast opposing the action:(1) at a duly held meeting at which a quorum is present; or(2) by a written ballot or written consent in conformity with this article unless this article, articles of incorporation, or bylaws requires a greater number of affirmative votes.As added by P.L.179-1991, SEC.1.
IN Code § 23-17-2-3 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 17. Nonprofit Corporations|Chapter 2. Definitions|23-17-2-3. "Articles of Incorporation"

Sec. 3. "Articles of incorporation" includes amended and restated articles of incorporation, articles of merger, and articles of acceptance.As added by P.L.179-1991, SEC.1.
IN Code § 23-17-2-4 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 17. Nonprofit Corporations|Chapter 2. Definitions|23-17-2-4. "Board of Directors"

Sec. 4. (a) "Board of directors" means the person or group of persons vested with overall management of the affairs of the domestic or foreign corporation.(b) The term does not include a person or group of persons because of powers delegated to the person or group under IC 23-17-12-1.As added by P.L.179-1991, SEC.1.
IN Code § 23-17-2-5 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 17. Nonprofit Corporations|Chapter 2. Definitions|23-17-2-5. "Bylaws"

Sec. 5. "Bylaws" means a code of rules, other than articles of incorporation, adopted under this article for the regulation or management of the affairs of a domestic or foreign corporation.As added by P.L.179-1991, SEC.1.
IN Code § 23-17-2-6 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 17. Nonprofit Corporations|Chapter 2. Definitions|23-17-2-6. "Class"

Sec. 6. "Class" means a group of memberships that have the same rights with respect to voting, dissolution, redemption, and transfer.As added by P.L.179-1991, SEC.1.